UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

~~Form~~
~~10-Q~~

(Mark One)


☒	~~QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED~~ ~~JUNE 30, 2020, OR~~


☐	~~TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ____________ TO ________________~~

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2021, OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ____________ TO ________________

Commission File Number: 1-13595

Mettler Toledo International Inc

(Exact name of registrant as specified in its charter)



Delaware						13-3668641
(State or other jurisdiction of						(I.R.S Employer Identification No.)
incorporation or organization)

1900 Polaris Parkway

Columbus, OH 43240

and

Im Langacher, P.O. Box MT-100

CH 8606 Greifensee, Swizterland

1-614-438-4511 and +41-44-944-22-11

(Registrant's telephone number, including area code)

not applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:



Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.01 par value	MTD	New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by checkmark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer. ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The Registrant had ~~23,971,265~~23,116,939 shares of Common Stock outstanding at June 30, ~~2020~~.

2021.

METTLER-TOLEDO INTERNATIONAL INC.

INDEX TO QUARTERLY REPORT ON FORM 10-Q


			PAGE
		PART I. FINANCIAL INFORMATION

Item 1.		Financial Statements	~~PAGE~~
		~~PART I. FINANCIAL INFORMATION~~

~~Item 1.~~	~~Financial Statements~~

	Unaudited Interim Consolidated Financial Statements:

		Interim Consolidated Statements of Operations and Comprehensive Income for the three months ended June 30, ~~2020~~202 1 and ~~2019~~2020	3

		Interim Consolidated Statements of Operations and Comprehensive Income for the six months ended June 30, ~~2020~~202 1 and ~~2019~~2020	4

		Interim Consolidated Balance Sheets as of June 30, ~~2020~~202 1 and December 31, ~~2019~~2020	5

		Interim Consolidated Statements of Shareholders’ Equity for the six months ended June 30, ~~2020~~202 1 and ~~2019~~2020	6

		Interim Consolidated Statements of Cash Flows for the six months ended June 30, ~~2020~~202 1 and ~~2019~~2020	7

		Notes to the Interim Consolidated Financial Statements at June 30, ~~2020~~2021	8

Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations	26

Item 3.		Quantitative and Qualitative Disclosures About Market Risk	3534

Item 4.		Controls and Procedures	3534

		PART II. OTHER INFORMATION

Item 1.		Legal Proceedings	3635

Item 1A.		Risk Factors	3635

Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds	3735

Item 3.		Defaults upon Senior Securities	3735

Item 5.		Other Information	3735

Item 6.		Exhibits	3735

SIGNATURE			3937

Table of Contents

PART I. FINANCIAL INFORMATION


~~Item 1.~~	~~Financial Statements~~

Item 1. Financial Statements

METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

Three months ended June 30, ~~2020~~2021 and ~~2019~~2020

(In thousands, except share data)

(unaudited)


	June 30, 2021		June 30, 2020
Net sales
Products	$	736,486	$	537,113
Service	187,865		153,560
Total net sales	924,351		690,673
Cost of sales
Products	294,053		217,008
Service	93,394		75,695
Gross profit	536,904		397,970
Research and development	42,603		31,193
Selling, general and administrative	239,045		190,134
Amortization	16,218		13,889
Interest expense	10,439		9,582
Restructuring charges	876		860
Other income, net	(2,661)		(2,943)
Earnings before taxes	230,384		155,255
Provision for taxes	45,621		28,693
Net earnings	$	184,763	$	126,562

Basic earnings per common share:
Net earnings	$	7.97	$	5.29
Weighted average number of common shares	23,191,155		23,940,278

Diluted earnings per common share:
Net earnings	$	7.85	$	5.22
Weighted average number of common and common equivalent shares	23,521,793		24,228,989

Comprehensive income, net of tax (Note 10)	$	193,915	$	128,658

June 30,
2020 June 30,
2019
Net sales
Products $ 537,113
$ 565,927
Service 153,560
165,439
Total net sales 690,673
731,366
Cost of sales
Products 217,008
226,816
Service 75,695
85,012
Gross profit 397,970
419,538
Research and development 31,193
36,582
Selling, general and administrative 190,134
205,215
Amortization 13,889
12,326
Interest expense 9,582
8,882
Restructuring charges 860
2,891
Other charges (income), net (2,943 ) (1,574 )
Earnings before taxes 155,255
155,216
Provision for taxes 28,693
28,056
Net earnings $ 126,562
$ 127,160

Basic earnings per common share:
Net earnings $ 5.29
$ 5.15
Weighted average number of common shares 23,940,278
24,698,032

Diluted earnings per common share:
Net earnings $ 5.22
$ 5.06
Weighted average number of common and common equivalent shares 24,228,989
25,118,352

Comprehensive income, net of tax (Note 9) $ 128,658
$ 115,481

The accompanying notes are an integral part of these interim consolidated financial statements.

- 3 -

Table of Contents

METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

Six months ended June 30, ~~2020~~2021 and ~~2019~~2020

(In thousands, except share data)

(unaudited)


	June 30, 2021		June 30, 2020
Net sales
Products	$	1,363,401	$	1,026,447
Service	365,340		313,388
Total net sales	1,728,741		1,339,835
Cost of sales
Products	539,323		408,631
Service	180,818		158,825
Gross profit	1,008,600		772,379
Research and development	81,875		65,580
Selling, general and administrative	460,797		388,878
Amortization	30,102		27,887
Interest expense	19,910		19,801
Restructuring charges	2,069		2,765
Other income, net	(1,951)		(6,286)
Earnings before taxes	415,798		273,754
Provision for taxes	81,372		49,077
Net earnings	$	334,426	$	224,677

Basic earnings per common share:
Net earnings	$	14.37	$	9.37
Weighted average number of common shares	23,277,636		23,984,055

Diluted earnings per common share:
Net earnings	$	14.17	$	9.25
Weighted average number of common and common equivalent shares	23,603,805		24,291,321

Comprehensive income, net of tax (Note 10)	$	366,759	$	202,745

June 30,
2020 June 30,
2019
Net sales
Products $ 1,026,447
$ 1,090,274
Service 313,388
320,544
Total net sales 1,339,835
1,410,818
Cost of sales
Products 408,631
437,032
Service 158,825
165,929
Gross profit 772,379
807,857
Research and development 65,580
72,635
Selling, general and administrative 388,878
409,640
Amortization 27,887
24,548
Interest expense 19,801
17,976
Restructuring charges 2,765
4,414
Other charges (income), net (6,286 ) (2,248 )
Earnings before taxes 273,754
280,892
Provision for taxes 49,077
41,927
Net earnings $ 224,677
$ 238,965

Basic earnings per common share:
Net earnings $ 9.37
$ 9.65
Weighted average number of common shares 23,984,055
24,774,262

Diluted earnings per common share:
Net earnings $ 9.25
$ 9.48
Weighted average number of common and common equivalent shares 24,291,321
25,217,359

Comprehensive income, net of tax (Note 9) $ 202,745
$ 239,946

The accompanying notes are an integral part of these interim consolidated financial statements.

- 4 -

Table of Contents

METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED BALANCE SHEETS

As of June 30, ~~2020~~2021 and December 31, ~~2019~~2020

(In thousands, except share data)

(unaudited)


	June 30, 2020			December 31, 2019				June 30, 2021		December 31, 2020
ASSETS	ASSETS						ASSETS
Current assets:							Current assets:
Cash and cash equivalents	$	127,277		$	207,785		Cash and cash equivalents	$	142,252	$	94,254
Trade accounts receivable, less allowances of $17,537 at June 30, 2020
and $17,009 at December 31, 2019	490,429			566,256
Trade accounts receivable, less allowances of $20,212 at June 30, 2021							Trade accounts receivable, less allowances of $20,212 at June 30, 2021
and $18,625 at December 31, 2020							and $18,625 at December 31, 2020	600,191		593,809
Inventories	299,746			274,285			Inventories	350,159		297,611
Other current assets and prepaid expenses	72,356			61,321			Other current assets and prepaid expenses	80,009		71,230
Total current assets	989,808			1,109,647			Total current assets	1,172,611		1,056,904
Property, plant and equipment, net	743,393			748,657			Property, plant and equipment, net	790,512		798,868
Goodwill	537,624			535,979			Goodwill	642,186		550,270
Other intangible assets, net	202,131			206,242			Other intangible assets, net	293,719		196,785
Deferred tax assets, net	35,777			36,978			Deferred tax assets, net	41,240		41,836
Other non-current assets	170,914			151,818			Other non-current assets	202,636		169,886
Total assets	$	2,679,647		$	2,789,321		Total assets	$	3,142,904	$	2,814,549
LIABILITIES AND SHAREHOLDERS’ EQUITY	LIABILITIES AND SHAREHOLDERS’ EQUITY						LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:							Current liabilities:
Trade accounts payable	$	155,901		$	185,592		Trade accounts payable	$	210,811	$	175,801
Accrued and other liabilities	162,355			166,118			Accrued and other liabilities	195,816		196,834
Accrued compensation and related items	109,480			155,402			Accrued compensation and related items	166,975		179,252
Deferred revenue and customer prepayments	150,742			122,489			Deferred revenue and customer prepayments	192,199		149,106
Taxes payable	70,766			69,043			Taxes payable	119,543		89,017
Short-term borrowings and current maturities of long-term debt	53,585			55,868			Short-term borrowings and current maturities of long-term debt	53,025		50,317
Total current liabilities	702,829			754,512			Total current liabilities	938,369		840,327
Long-term debt	1,146,590			1,235,350			Long-term debt	1,602,005		1,284,174
Deferred tax liabilities, net	44,926			45,267			Deferred tax liabilities, net	35,587		34,448
Other non-current liabilities	335,209			333,412			Other non-current liabilities	375,519		372,925
Total liabilities	2,229,554			2,368,541			Total liabilities	2,951,480		2,531,874
Commitments and contingencies (Note 15)
Commitments and contingencies (Note 16)							Commitments and contingencies (Note 16)	0
Shareholders’ equity:							Shareholders’ equity:
Preferred stock, $0.01 par value per share; authorized 10,000,000 shares	—			—			Preferred stock, $0.01 par value per share; authorized 10,000,000 shares	0		0
Common stock, $0.01 par value per share; authorized 125,000,000 shares;							Common stock, $0.01 par value per share; authorized 125,000,000 shares;
issued 44,786,011 and 44,786,011 shares; outstanding 23,971,265 and
24,125,317 shares at June 30, 2020 and December 31, 2019, respectively	448			448
issued 44,786,011 and 44,786,011 shares; outstanding 23,116,939 and							issued 44,786,011 and 44,786,011 shares; outstanding 23,116,939 and
23,471,841 shares at June 30, 2021 and December 31, 2020, respectively							23,471,841 shares at June 30, 2021 and December 31, 2020, respectively	448		448
Additional paid-in capital	792,689			783,871			Additional paid-in capital	815,535		805,140
Treasury stock at cost (20,814,746 shares at June 30, 2020, and 20,660,694 shares at December 31, 2019)	(4,717,962		)	(4,539,154		)
Treasury stock at cost (21,669,072 shares at June 30, 2021 and 21,314,170 shares at December 31, 2020)							Treasury stock at cost (21,669,072 shares at June 30, 2021 and 21,314,170 shares at December 31, 2020)	(5,751,052)		(5,283,584)
Retained earnings	4,720,523			4,499,288			Retained earnings	5,429,085		5,095,596
Accumulated other comprehensive loss	(345,605		)	(323,673		)	Accumulated other comprehensive loss	(302,592)		(334,925)
Total shareholders’ equity	450,093			420,780			Total shareholders’ equity	191,424		282,675
Total liabilities and shareholders’ equity	$	2,679,647		$	2,789,321		Total liabilities and shareholders’ equity	$	3,142,904	$	2,814,549

The accompanying notes are an integral part of these interim consolidated financial statements.

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Table of Contents

METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

Six months ended June 30, ~~2020~~2021 and ~~2019~~2020

(In thousands, except share data)

(unaudited)


				Additional Paid-in Capital						Accumulated Other Comprehensive Income (Loss)
	Common Stock					Treasury Stock		Retained Earnings
	Shares	Amount										Total
Balance at December 31, 2019	24,125,317	$	448	$	783,871	$	(4,539,154)	$	4,499,288	$	(323,673)	$	420,780
Exercise of stock options and restricted stock units	50,372	—		0		9,355		(2,220)		—		7,135
Repurchases of common stock	(268,161)	—		—		(200,000)		—		—		(200,000)
Share-based compensation	—	—		4,395		—		—		—		4,395
Net earnings	—	—		—		—		98,115		—		98,115
Other comprehensive income (loss), net of tax	—	—		—		—		—		(24,028)		(24,028)
Balance at March 31, 2020	23,907,528	$	448	$	788,266	$	(4,729,799)	$	4,595,183	$	(347,701)	$	306,397
Exercise of stock options and restricted stock units	63,737	—		0		11,837		(1,222)		—		10,615
Repurchases of common stock	0	—		—		0		—		—		0
Share-based compensation	—	—		4,423		—		—		—		4,423
Net earnings	—	—		—		—		126,562		—		126,562
Other comprehensive income (loss), net of tax	—	—		—		—		—		2,096		2,096
Balance at June 30, 2020	23,971,265	$	448	$	792,689	$	(4,717,962)	$	4,720,523	$	(345,605)	$	450,093

Balance at December 31, 2020	23,471,841	$	448	$	805,140	$	(5,283,584)	$	5,095,596	$	(334,925)	$	282,675
Exercise of stock options and restricted stock units	22,388	—		1,239		4,682		(872)		—		5,049
Repurchases of common stock	(224,808)	—		—		(262,500)		—		—		(262,500)
Share-based compensation	—	—		4,575		—		—		—		4,575
Net earnings	—	—		—		—		149,663		—		149,663
Other comprehensive income (loss), net of tax	—	—		—		—		—		23,181		23,181
Balance at March 31, 2021	23,269,421	$	448	$	810,954	$	(5,541,402)	$	5,244,387	$	(311,744)	$	202,643
Exercise of stock options and restricted stock units	13,248	—		0		2,849		(65)		—		2,784
Repurchases of common stock	(165,730)	—		—		(212,499)		—		—		(212,499)
Share-based compensation	—	—		4,581		—		—		—		4,581
Net earnings	—	—		—		—		184,763		—		184,763
Other comprehensive income (loss), net of tax	—	—		—		—		—		9,152		9,152
Balance at June 30, 2021	23,116,939	$	448	$	815,535	$	(5,751,052)	$	5,429,085	$	(302,592)	$	191,424

Additional Paid-in Capital Accumulated Other Comprehensive Income (Loss)
Common Stock Treasury Stock Retained Earnings
Shares Amount Total
Balance at December 31, 2018 24,921,963
$ 448
$ 764,717
$ (3,814,604 ) $ 3,941,916
$ (302,414 ) $ 590,063
Exercise of stock options and restricted stock units 171,752
—
751
28,257
(18 ) —
28,990
Repurchases of common stock (290,429 ) —
—
(186,250 ) —
—
(186,250 )
Share-based compensation —
—
4,482
—
—
—
4,482
Net earnings —
—
—
—
111,805
—
111,805
Other comprehensive income (loss), net of tax —
—
—
—
—
12,660
12,660
Balance at March 31, 2019 24,803,286
$ 448
$ 769,950
$ (3,972,597 ) $ 4,053,703
$ (289,754 ) $ 561,750
Exercise of stock options and restricted stock units 54,843
—
—
9,307
(540 ) —
8,767
Repurchases of common stock (248,897 ) —
—
(186,250 ) —
—
(186,250 )
Share-based compensation —
—
4,338
—
—
—
4,338
Net earnings —
—
—
—
127,160
—
127,160
Other comprehensive income (loss), net of tax —
—
—
—
—
(11,679 ) (11,679 )
Balance at June 30, 2019 24,609,232
$ 448
$ 774,288
$ (4,149,540 ) $ 4,180,323
$ (301,433 ) $ 504,086

Balance at December 31, 2019 24,125,317
$ 448
$ 783,871
$ (4,539,154 ) $ 4,499,288
$ (323,673 ) $ 420,780
Exercise of stock options and restricted stock units 50,372
—
—
9,355
(2,220 ) —
7,135
Repurchases of common stock (268,161 ) —
—
(200,000 ) —
—
(200,000 )
Share-based compensation —
—
4,395
—
—
—
4,395
Net earnings —
—
—
—
98,115
—
98,115
Other comprehensive income (loss), net of tax —
—
—
—
—
(24,028 ) (24,028 )
Balance at March 31, 2020 23,907,528
$ 448
$ 788,266
$ (4,729,799 ) $ 4,595,183
$ (347,701 ) $ 306,397
Exercise of stock options and restricted stock units 63,737
—
—
11,837
(1,222 ) —
10,615
Share-based compensation —
—
4,423
—
—
—
4,423
Net earnings —
—
—
—
126,562
—
126,562
Other comprehensive income (loss), net of tax —
—
—
—
—
2,096
2,096
Balance at June 30, 2020 23,971,265
$ 448
$ 792,689
$ (4,717,962 ) $ 4,720,523
$ (345,605 ) $ 450,093

The accompanying notes are an integral part of these interim consolidated financial statements.

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Table of Contents

METTLER-TOLEDO INTERNATIONAL INC.

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

Six months ended June 30, ~~2020~~2021 and ~~2019~~2020

(In thousands)

(unaudited)


	June 30, 2021		June 30, 2020
Cash flows from operating activities:
Net earnings	$	334,426	$	224,677
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation	22,261		20,327
Amortization	30,102		27,887
Deferred tax benefit	(7,423)		(4,570)
Share-based compensation	9,156		8,818
Increase (decrease) in cash resulting from changes in:
Trade accounts receivable, net	(9,551)		71,081
Inventories	(52,794)		(26,081)
Other current assets	(3,893)		(10,050)
Trade accounts payable	34,045		(28,136)
Taxes payable	33,598		762
Accruals and other	14,485		(35,963)
Net cash provided by operating activities	404,412		248,752
Cash flows from investing activities:
Proceeds from sale of property, plant and equipment	3,248		2,025
Purchase of property, plant and equipment	(47,363)		(37,089)
Acquisitions	(185,534)		(6,242)
Other investing activities	3,604		(9,281)
Net cash used in investing activities	(226,045)		(50,587)
Cash flows from financing activities:
Proceeds from borrowings	1,204,996		1,076,098
Repayments of borrowings	(866,153)		(1,168,125)
Proceeds from stock option exercises	7,833		17,750
Repurchases of common stock	(474,999)		(200,000)
Other financing activities	(2,288)		(800)
Net cash used in financing activities	(130,611)		(275,077)
Effect of exchange rate changes on cash and cash equivalents	242		(3,596)
Net increase (decrease) in cash and cash equivalents	47,998		(80,508)
Cash and cash equivalents:
Beginning of period	94,254		207,785
End of period	$	142,252	$	127,277

June 30,
2020 June 30,
2019
Cash flows from operating activities:
Net earnings $ 224,677
$ 238,965
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation 20,327
19,390
Amortization 27,887
24,548
Deferred tax benefit (4,570 ) (14,881 )
Share-based compensation 8,818
8,820
Increase (decrease) in cash resulting from changes in:
Trade accounts receivable, net 71,081
36,674
Inventories (26,081 ) (16,848 )
Other current assets (10,050 ) (9,748 )
Trade accounts payable (28,136 ) (36,216 )
Taxes payable 762
(487 )
Accruals and other (35,963 ) (24,352 )
Net cash provided by operating activities 248,752
225,865
Cash flows from investing activities:
Proceeds from sale of property, plant and equipment 2,025
1,216
Purchase of property, plant and equipment (37,089 ) (44,699 )
Acquisitions (6,242 ) (504 )
Net hedging settlements on intercompany loans (9,281 ) (1,226 )
Net cash used in investing activities (50,587 ) (45,213 )
Cash flows from financing activities:
Proceeds from borrowings 1,076,098
638,830
Repayments of borrowings (1,168,125 ) (532,729 )
Proceeds from stock option exercises 17,750
37,757
Repurchases of common stock (200,000 ) (372,500 )
Acquisition contingent consideration payment —
(10,000 )
Other financing activities (800 ) 1,753
Net cash used in financing activities (275,077 ) (236,889 )
Effect of exchange rate changes on cash and cash equivalents (3,596 ) 2,566
Net decrease in cash and cash equivalents (80,508 ) (53,671 )
Cash and cash equivalents:
Beginning of period 207,785
178,110
End of period $ 127,277
$ 124,439

The accompanying notes are an integral part of these interim consolidated financial statements.

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Table of Contents

METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

1.BASIS OF PRESENTATION


1.	~~BASIS OF PRESENTATION~~

Mettler-Toledo International Inc. ("Mettler-Toledo" or the "Company") is a leading global supplier of precision instruments and services. The Company manufactures weighing instruments for use in laboratory, industrial, packaging, logistics and food retailing applications. The Company also manufactures several related analytical instruments and provides automated chemistry solutions used in drug and chemical compound discovery and development. In addition, the Company manufactures metal detection and other end-of-line inspection systems used in production and packaging and provides solutions for use in certain process analytics applications. The Company's primary manufacturing facilities are located in China, Germany, Switzerland, the United Kingdom and the United States. The Company's principal executive offices are located in Columbus, Ohio and Greifensee, Switzerland.

The accompanying interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include all entities in which the Company has control, which are its wholly-owned subsidiaries. The interim consolidated financial statements have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. The interim consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2019~~.2020.

The accompanying interim consolidated financial statements reflect all adjustments which, in the opinion of management, are necessary for a fair statement of the results of the interim periods presented. Operating results for the three and six months ended June 30, ~~2020~~2021 are not necessarily indicative of the results to be expected for the full year ending December 31, ~~2020.~~2021.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. These financial statements were prepared using information reasonably available as of June 30, 2021 and through the date of this Report. Actual results may differ from those estimates due to the uncertainty around the magnitude and duration of the COVID-19 pandemic, as well as other factors. A discussion of the Company’s critical accounting policies is included in Management’s Discussion and Analysis of Financial Condition and Results of Operations and the Notes to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.

All intercompany transactions and balances have been eliminated.


2.	~~SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES~~

2.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Trade Accounts Receivable

Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for expected credit losses represents the Company’s best estimate based on historical information, current information, and reasonable and supportable forecasts of future events and circumstances.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

Inventories

Inventories are valued at the lower of cost or net realizable value. Cost, which includes direct materials, labor and overhead, is generally determined using the first in, first out (FIFO) method. The estimated net realizable value is based on assumptions for future demand and related pricing. Adjustments to the cost basis of the Company’s inventory are made for excess and obsolete items based on usage, orders and technological obsolescence. If actual market conditions are less favorable than those projected by management, reductions in the value of inventory may be required.

Inventories consisted of the following:

June 30,
2020 December 31,
2019
Raw materials and parts $ 143,603
$ 129,294
Work-in-progress 49,867
43,202
Finished goods 106,276
101,789
$ 299,746
$ 274,285


	June 30, 2021		December 31, 2020
Raw materials and parts	$	148,548	$	132,041
Work-in-progress	66,077		55,688
Finished goods	135,534		109,882
	$	350,159	$	297,611

Goodwill and Other Intangible Assets

Goodwill, representing the excess of purchase price over the net asset value of companies acquired, and indefinite-lived intangible assets are not amortized, but are reviewed for impairment annually in the fourth quarter, or more frequently if events or changes in circumstances indicate that an asset might be impaired. The annual evaluation for goodwill and indefinite-lived intangible assets are generally based on an assessment of qualitative ~~and quantitative~~ factors to determine whether it is more likely than not that the fair value of the asset is less than its carrying amount.

Other intangible assets include indefinite-lived assets and assets subject to amortization. Where applicable, amortization is charged on a straight-line basis over the expected period of benefit. The straight-line method of amortization reflects an appropriate allocation of the cost of the intangible assets to earnings in proportion to the amount of economic benefits obtained by the Company in each reporting period. The Company assesses the initial acquisition of intangible assets in accordance with the provisions of ASC 805 "Business Combinations" and the continued accounting for previously recognized intangible assets and goodwill in accordance with the provisions of ASC 350 "Intangible - Goodwill and Other" and ASC 360 "Property, Plant and Equipment".

Other intangible assets consisted of the following:

June 30, 2020 December 31, 2019

Gross
Amount

Accumulated
Amortization
Intangibles, Net
Gross
Amount

Accumulated
Amortization
Intangibles, Net
Customer relationships $ 200,104
$ (63,108 ) $ 136,996
$ 197,764
$ (58,851 ) $ 138,913
Proven technology and patents 75,857
(48,797 ) 27,060
75,170
(46,532 ) 28,638
Tradenames (finite life) 4,556
(3,149 ) 1,407
4,594
(3,124 ) 1,470
Tradenames (indefinite life) 35,474
—
35,474
35,474
—
35,474
Other 5,705
(4,511 ) 1,194
5,462
(3,715 ) 1,747
$ 321,696
$ (119,565 ) $ 202,131
$ 318,464
$ (112,222 ) $ 206,242


	June 30, 2021						December 31, 2020
	Gross Amount		Accumulated Amortization		Intangibles, Net		Gross Amount		Accumulated Amortization		Intangibles, Net
Customer relationships	$	279,739	$	(73,733)	$	206,006	$	201,445	$	(68,319)	$	133,126
Proven technology and patents	98,791		(53,728)		45,063		78,312		(52,138)		26,174
Tradenames (finite life)	8,228		(3,570)		4,658		4,896		(3,444)		1,452
Tradenames (indefinite life)	35,556		—		35,556		35,595		—		35,595
Other	8,061		(5,625)		2,436		5,215		(4,777)		438
	$	430,375	$	(136,656)	$	293,719	$	325,463	$	(128,678)	$	196,785

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

The Company recognized amortization expense associated with the above intangible assets of ~~$3.9~~$6.2 million and ~~$3.7~~$3.9 million for the three months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively, and ~~$7.9~~$10.2 million and ~~$7.4~~$7.9 million for the six months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively. The annual aggregate amortization expense based on the current balance of other intangible assets is estimated at ~~$15.8 million for 2020, $14.6~~$21.6 million for 2021, ~~$13.2~~$21.1 million for 2022, ~~$13.9~~$20.4 million for 2023, ~~$12.7~~$19.8 million for 2024, ~~and $11.6~~$18.9 million for ~~2025.~~2025, and $16.6 million for 2026. Purchased intangible amortization was ~~$3.7~~$5.9 million, ~~$2.8~~$4.5 million after tax, and ~~$3.5~~$3.7 million, ~~$2.6~~$2.8 million after tax, for the three months ended June 30, 2021 and 2020, respectively, and ~~2019, respectively~~$9.7 million, $7.3 million after tax, and $7.5 million, $5.6 ~~million after tax, and $6.9 million, $5.2~~ million after tax, for the six months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively.

In addition to the above amortization, the Company recorded amortization expense associated with capitalized software of ~~$9.9~~$10.0 million and ~~$8.5~~$9.9 million for the three months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively, and ~~$19.9~~$19.8 million and ~~$17.0~~$19.9 million for the six months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively.

Revenue Recognition

Product revenue is recognized from contracts with customers when a customer has obtained control of a product. The Company considers control to have transferred based upon shipping terms. To the extent the Company’s arrangements have a separate performance obligation, revenue related to any post-shipment performance obligation is deferred until completed. Shipping and handling costs charged to customers are included in total net sales and the associated expense is a component of cost of sales. Certain products are also sold through indirect distribution channels whereby the distributor assumes any further obligations to the end customer. Revenue is recognized on these distributor arrangements upon transfer of control to the distributor. Contracts do not contain variable pricing arrangements that are retrospective, except for rebate programs. Rebates are estimated based on expected sales volumes and offset against revenue at the time such revenue is recognized. The Company generally maintains the right to accept or reject a product return in its terms and conditions and also maintains appropriate accruals for outstanding credits. The related provisions for estimated returns and rebates are immaterial to the consolidated financial statements.

Certain of the Company’s product arrangements include separate performance obligations, primarily related to installation. Such performance obligations are accounted for separately when the deliverables have stand-alone value and the satisfaction of the undelivered performance obligations is probable and within the Company's control. The allocation of revenue between the performance obligations is based on the observable stand-alone selling prices at the time of the sale in accordance with a number of factors including service technician billing rates, time to install, and geographic location.

Software is generally not considered a distinct performance obligation with the exception of a few small software applications. The Company generally does not sell software products without the related hardware instrument as the software is embedded in the product. The Company’s products typically require no significant production, modification, or customization of the hardware or software that is essential to the functionality of the products.

Service revenue not under contract is recognized upon the completion of the service performed. Revenue from spare parts sold on a stand-alone basis is recognized when control is transferred to the customer, which is generally at the time of shipment or delivery. Revenue from service contracts is recognized ratably over the contract period using a time-based method. These contracts represent an obligation to perform repair and other services including regulatory compliance qualification, calibration, certification, and preventative maintenance on a customer’s pre-defined equipment over the contract period.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

~~Leases~~

The Company considers an arrangement a lease if the arrangement transfers the right to control the use of an identified asset in exchange for consideration. The Company has operating leases, but does not have financing leases.

Operating lease right-of-use assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make payments arising from the lease agreement. These assets and liabilities are recognized at the commencement of the lease based upon the present value of the lease payments over the lease term. Lease payments include both lease and non-lease components for items or activities that transfer a good and service. Vehicle lease and non-lease components are separately accounted for based on standalone value. Real estate lease and non-lease components are accounted for as a single component. Operating lease right-of-use assets include initial direct costs, advanced lease payments and lease incentives.

The lease term reflects the noncancellable period of the lease together with periods covered by an option to extend or terminate the lease when management is reasonably certain that it will exercise such option. The Company generally uses its incremental borrowing rate at the lease commencement date in determining the present value of lease payments as the information necessary to determine the rate implicit in the lease is not readily available. The incremental borrowing rate reflects similar terms by geographic location to the underlying leases. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants.

Lease expense for operating leases is recognized on a straight-line basis over the lease term. Variable lease payments consist of non-lease services related to the lease. Variable lease payments are excluded from the right-of-use asset and lease liabilities and are expensed as incurred. Short-term leases are less than one year without purchase or renewal options that are reasonably certain to be exercised and are recognized on a straight-line basis over the lease term. The right-of-use asset is tested for impairment in accordance with ASC 360.

~~Warranty~~

The Company generally offers one-year warranties on most of its products. Product warranties are recorded at the time revenue is recognized. While the Company engages in extensive product quality programs and processes, its warranty obligations are affected by product failure rates, material usage and service costs incurred in correcting a product failure.

Employee Termination Benefits

In situations where contractual termination benefits exist, the Company records accruals for employee termination benefits when it is probable that a liability has been incurred and the amount of the liability is reasonably estimable. All other employee termination arrangements are recognized and measured at their fair value at the communication date unless the employee is required to render additional service ~~beyond~~after the legal notification period, in which case the liability is recognized ratably over the future service period.

Share-Based Compensation

The Company recognizes share-based compensation expense within selling, general and administrative in the consolidated statements of operations and other comprehensive income with a corresponding offset to additional paid-in capital in the consolidated balance sheet. The Company recorded ~~$4.4~~$4.6 million and ~~$8.8~~$9.2 million of share-based compensation expense for the three and six months ended June 30, ~~2020,~~2021, respectively, compared to ~~$4.3~~$4.4 million and $8.8 million for the corresponding periods in ~~2019.~~2020.

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~~Table~~On May 6, 2021, the Company's shareholders approved the adoption of ~~Contents~~

~~METTLER-TOLEDO INTERNATIONAL INC.~~

~~NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)~~

(the Company's 2013 Equity Incentive Plan (Amended and Restated), with the effect that approximately 0.9 million additional shares of common stock were added to the 2.1 million shares that remained available under the plan prior to its amendment. In ~~thousands, except share data, unless otherwise stated)~~

addition, shares subject to options granted under the Company's prior equity incentive plan that terminate without being exercised, are also available for awards under the amended plan. The amended plan expires in 2031.

Research and Development

Research and development costs primarily consist of salaries, consulting and other costs. The Company expenses these costs as incurred.

Business Combinations and Asset Acquisitions

The Company accounts for business acquisitions under the accounting standards for business combinations. The results of each acquisition are included in the Company's consolidated results as of the acquisition date. The purchase price of an acquisition is allocated to tangible and intangible assets and assumed liabilities based on their estimated fair values and any consideration in excess of the net assets acquired is recognized as goodwill. The determination of the values of the acquired assets and assumed liabilities, including goodwill and intangible assets, require significant judgment. Acquisition transaction costs are expensed when incurred.

In circumstances where an acquisition involves a contingent consideration arrangement, the Company recognizes a liability equal to the fair value of the expected contingent payments as of the acquisition date. Subsequent changes in the fair value of the contingent consideration are recorded to other charges (income), net.

Recent Accounting Pronouncements

In ~~June 2016,~~March 2020 and January 2021, the FASB issued ASU ~~2016-13: Financial Instruments - Credit Losses. The~~2020-04 and ASU requires the allowance for doubtful accounts to be estimated based on an incurred loss model, which considers historical and forecasted conditions. The guidance became effective for the Company January 1, 2020 on a prospective basis and did not have an impact on the consolidated financial statements.

In August 2018, the FASB issued ASU 2018-14: Compensation - Retirement Benefit which amends the current disclosure requirements for defined benefit pension plans and other post-retirement plans. The change in the disclosures will be applied retrospectively and becomes effective December 15, 2020 with early adoption permitted. The Company is currently evaluating the impact of this guidance on the benefit plan disclosures.

In August 2018, the FASB issued ASU 2018-15: Internal-Use Software which clarifies the accounting for implementation costs associated with cloud-computing internal-use software arrangements. The implementation costs should be capitalized and expensed over the service term, including options to extend, and recognized in selling, general, and administrative in the statement of operations. The guidance became effective January 1, 2020 and is applied on a prospective basis. The adoption of this guidance did not have a material impact on the consolidated financial statements.

In December 2019, the FASB issued ASU 2019-12: Income Taxes which removes certain exceptions to the general principles of ASC 740 related to intraperiod tax allocation exceptions, deferred tax liabilities related to outside basis differences, and year-to-date losses in interim periods. In addition, the ASU amends the interim guidance to clarify that all tax effects, both deferred and current, related to enactments of tax laws or rate changes should be accounted for in the interim period that includes the enactment date. The change is applied prospectively and becomes effective December 15, 2020 with early adoption permitted. The Company is currently evaluating the impact of this guidance on the consolidated financial statements.

~~In March 2020, the FASB issued ASU 2020-04:~~2021-01: Reference Rate Reform which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by the discontinuance of LIBOR or another referenced rate. The guidance may be applied to any applicable contract entered into before December 31, 2022. The ~~Company is currently evaluating the impact of this guidance on~~Company's interest rate and cross currency swaps, as mentioned in Note 5 to the consolidated financial ~~statements.~~statements, are governed by International Swaps and Derivatives Association ("ISDA") agreements, and the Company adheres to the ISDA's fallback protocol when LIBOR is discontinued. In addition, the

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

Company renewed the LIBOR based credit agreement, as discussed further in Note 8, which includes a fallback protocol when LIBOR is discontinued. Based on these procedures, when LIBOR is discontinued the interest rate and cross currency swaps will not require de-designation if certain criteria are met. The Company expects the financial impact of the rate change when LIBOR is discontinued to be immaterial to its financial statements.


3.	~~REVENUE~~

3.REVENUE

The Company disaggregates revenue from contracts with customers by product, service, timing of revenue recognition and geography. A summary of revenue by the Company’s reportable segments for the three and six months ended June 30, ~~2020~~2021 and ~~2019~~2020 follows:


For the three months ended June 30, 2021	U.S. Operations		Swiss Operations		Western European Operations		Chinese Operations		Other Operations		Total
Product Revenue	$	252,668	$	32,018	$	145,687	$	188,803	$	117,310	$	736,486
Service Revenue:
Point in time	54,493		6,534		37,089		12,633		29,711		140,460
Over time	16,149		2,284		18,946		4,085		5,941		47,405
Total	$	323,310	$	40,836	$	201,722	$	205,521	$	152,962	$	924,351


For the three months ended June 30, 2020	U.S. Operations		Swiss Operations		Western European Operations		Chinese Operations		Other Operations		Total
Product Revenue	$	188,363	$	22,012	$	104,458	$	128,151	$	94,129	$	537,113
Service Revenue:
Point in time	46,342		4,726		27,945		9,784		23,490		112,287
Over time	14,635		2,210		16,648		2,972		4,808		41,273
Total	$	249,340	$	28,948	$	149,051	$	140,907	$	122,427	$	690,673

For the three months ended June 30, 2019 U.S. Operations Swiss Operations Western European Operations Chinese Operations Other Operations Total
Product Revenue $ 202,608
$ 24,362
$ 115,195
$ 124,042
$ 99,720
$ 565,927
Service Revenue:
Point in time 53,054
5,035
32,553
9,548
27,800
127,990
Over time 12,227
1,961
15,933
2,869
4,459
37,449
Total $ 267,889
$ 31,358
$ 163,681
$ 136,459
$ 131,979
$ 731,366


For the six months ended June 30, 2021	U.S. Operations		Swiss Operations		Western European Operations		Chinese Operations		Other Operations		Total
Product Revenue	$	457,859	$	62,185	$	282,586	$	332,128	$	228,643	$	1,363,401
Service Revenue:
Point in time	106,084		13,425		72,719		21,975		57,588		271,791
Over time	31,326		4,507		38,767		7,492		11,457		93,549
Total	$	595,269	$	80,117	$	394,072	$	361,595	$	297,688	$	1,728,741


For the six months ended June 30, 2020	U.S. Operations		Swiss Operations		Western European Operations		Chinese Operations		Other Operations		Total
Product Revenue	$	365,799	$	46,288	$	210,335	$	218,472	$	185,553	$	1,026,447
Service Revenue:
Point in time	96,577		10,282		59,336		16,890		49,166		232,251
Over time	28,374		4,274		32,705		6,144		9,640		81,137
Total	$	490,750	$	60,844	$	302,376	$	241,506	$	244,359	$	1,339,835

For the six months ended June 30, 2019 U.S. Operations Swiss Operations Western European Operations Chinese Operations Other Operations Total
Product Revenue $ 376,864
$ 51,027
$ 231,751
$ 235,457
$ 195,175
$ 1,090,274
Service Revenue:
Point in time 102,707
9,985
65,328
17,252
52,660
247,932
Over time 22,969
3,923
32,508
5,472
7,740
72,612
Total $ 502,540
$ 64,935
$ 329,587
$ 258,181
$ 255,575
$ 1,410,818

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

A summary of revenue by major geographic destination for the three and six months ended June 30 follows:


	Three Months Ended				Six Months Ended					Three Months Ended				Six Months Ended
	2020		2019		2020		2019			2021		2020		2021		2020
Americas	$	270,291	$	292,345	$	535,124	$	550,978	Americas	$	353,415	$	270,291	$	656,754	$	535,124
Europe	194,165		207,309		388,992		416,864		Europe	260,190		194,165		501,566		388,992
Asia / Rest of World	226,217		231,712		415,719		442,976		Asia / Rest of World	310,746		226,217		570,421		415,719
Total	$	690,673	$	731,366	$	1,339,835	$	1,410,818	Total	$	924,351	$	690,673	$	1,728,741	$	1,339,835

The Company's global revenue mix by product category is comprised of laboratory ~~(54%~~(55% of sales), industrial ~~(40%~~(39% of sales) and retail (6% of sales). The Company's product revenue by reportable segment is proportionately similar to the Company's global mix except the Company's Swiss Operations is largely comprised of laboratory products while the Company's Chinese Operations has a slightly higher percentage of industrial products. A summary of the Company’s revenue by product category for the three and six months ended June 30 is as follows:


	Three Months Ended				Six Months Ended
	2021		2020		2021		2020
Laboratory	$	506,106	$	359,471	$	950,732	$	716,562
Industrial	368,013		288,824		678,791		541,179
Retail	50,232		42,378		99,218		82,094
Total	$	924,351	$	690,673	$	1,728,741	$	1,339,835

Three Months Ended Six Months Ended
2020 2019 2020 2019
Laboratory $ 359,471
$ 379,659
$ 716,562
$ 739,392
Industrial 288,824
303,059
541,179
574,379
Retail 42,378
48,648
82,094
97,047
Total $ 690,673
$ 731,366
$ 1,339,835
$ 1,410,818

The payment terms in the Company’s contracts with customers do not exceed one year and therefore contracts do not contain a significant financing component. In most cases, after appropriate credit evaluations, payments are due in arrears and are recognized as receivables. Unbilled revenue is recorded when performance obligations have been satisfied, but not yet billed to the customer. Unbilled revenue as of June 30, ~~2020~~2021 and December 31, ~~2019~~2020 was ~~$24.8~~$36.6 million and ~~$17.4~~$22.6 million, respectively, and is included within accounts receivable. Deferred revenue and customer prepayments are recorded when cash payments are received or due in advance of the performance obligation being satisfied. Deferred revenue primarily includes prepaid service contracts, as well as deferred installation.

Changes in the components of deferred revenue and customer prepayments during the six month periods ending June 30, 2021 and 2020 ~~and 2019:~~are as follows:

2020 2019
Beginning balances as of January 1 $ 122,489
$ 105,381
Customer pre-payments/deferred revenue 278,015
306,667
Revenue recognized (251,462 ) (283,508 )
Foreign currency translation 1,700
164
Ending balance as of June 30 $ 150,742
$ 128,704


	2021		2020
Beginning balances as of January 1	$	149,106	$	122,489
Customer pre-payments/deferred revenue	323,654		278,015
Revenue recognized	(278,817)		(251,462)
Foreign currency translation	(1,744)		1,700
Ending balance as of June 30	$	192,199	$	150,742

The Company generally expenses sales commissions when incurred because the amortization period is one year or less. These costs are recorded within selling, general, and administrative expenses. The Company has not disclosed the value of unsatisfied performance obligations other than customer prepayments and deferred revenue above as most contracts have an expected length of one year or less and amounts greater than one year are immaterial.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

4. ACQUISITIONS

In March 2021, the Company acquired all the membership interests of Mayfair Technology, LLC, ("PendoTECH") a manufacturer and distributor of single-use sensors, transmitters, control systems and software for measuring, monitoring and data collection primarily in bioprocess applications. PendoTECH serves bio-pharmaceutical manufacturers and life science laboratories and is located in the United States. The initial cash payment was $185.0 million and the Company may be required to pay additional consideration of up to $20.0 million and other post-closing amounts. The additional consideration is based upon financial thresholds in 2022 and 2023. The estimated fair value of the contingent consideration obligation at the time of acquisition of $13.5 million was determined using a Monte Carlo simulation based on the Company's forecast of future financial results.

Goodwill recorded in connection with the acquisition totaled $93.7 million, which is deductible for tax purposes. Identified intangible finite-life assets acquired include customer relationships of $78.6 million, technology and patents of $21.7 million, trade name of $3.4 million, and other intangibles of $2.4 million. The Company used variations of the income statement approach in determining the fair value of the intangible assets acquired; specifically, the multi-period excess earnings method to determine the fair value of the customer relationships acquired and the relief from royalty method to determine the fair value of the technology and patents. The Company's determination of the fair value of the intangible assets acquired involved the use of significant estimates and assumptions principally related to revenue growth, royalty and customer attrition rates.

The identifiable finite-live intangible assets will be amortized on a straight-line basis over periods of 5 to 20 years and the annual aggregate amortization expense is estimated at $6.9 million. Net tangible assets acquired were $7.4 million and recorded at fair value in the consolidated financial statements. All of the acquired assets are included in the Company's U.S. Operations segment.

5. FINANCIAL INSTRUMENTS

The Company has limited involvement with derivative financial instruments and does not use them for trading purposes. The Company enters into certain interest rate and cross currency swap agreements in order to manage its exposure to changes in interest rates. The amount of the Company's fixed obligation interest payments may change based upon the expiration dates of its interest rate and cross currency swap agreements and the level and composition of its debt. The Company also enters into certain foreign currency forward contracts to limit the Company's exposure to currency fluctuations on the respective hedged items. For additional disclosures on derivative instruments regarding balance sheet location, fair value, and the amounts reclassified into other comprehensive income and the effective portion of the cash flow hedges, also see Note 56 and Note 910 to the interim consolidated financial statements. As also ~~mentioned~~described in Note 7,8, the Company has designated its euro-denominated debt as a hedge of a portion of its net investment in euro-denominated foreign subsidiary.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

Cash Flow Hedges

In June 2021, the Company entered into a cross currency swap arrangement designated as a cash flow hedge. The agreement converts $50 million of borrowings under the Company's credit facility into synthetic Swiss franc debt, which allows the Company to effectively change the floating rate LIBOR-based interest payments, excluding the credit spread to a fixed Swiss franc income of 0.57%. The swap matures in June 2025. This cross currency swap replaced a similar $50 million swap entered into in June 2019 which matured in June 2021, which converted floating rate LIBOR to a fixed Swiss franc income of 0.95%.

In June 2021, the Company entered into a cross currency swap arrangement designated as a cash flow hedge. The agreement converts $50 million of borrowings under the Company's credit facility into synthetic Swiss franc debt, which allows the Company to effectively change the floating rate LIBOR-based interest payments, excluding the credit spread to a fixed Swiss franc income of 0.66%. The swap matures in June 2024. This cross currency swap replaced a similar $50 million swap entered into in February 2019 which matured in June 2021, which converted floating rate LIBOR to a fixed Swiss franc income of 0.78%.

In June 2019, the Company entered into a cross currency swap arrangement designated as a cash flow hedge. The agreement converts $50 million of borrowings under the Company's credit facility into synthetic Swiss franc debt, which allows the Company to effectively change the floating rate LIBOR-based interest payments, excluding the credit spread to a fixed Swiss franc income of 0.82%. The swap matures in June 2023.

In February 2019, the Company entered into a cross currency swap arrangement designated as a cash flow hedge. The agreement converts $50 million of borrowings under the Company's credit facility into synthetic Swiss franc debt, which allows the Company to effectively change the floating rate LIBOR-based interest payments, excluding the credit spread to a fixed Swiss franc income of 0.78%. The swap matures in June 2021.

In 2015, the Company entered into an interest rate swap agreement designated as a cash flow hedge. The agreement has the effect of changing the floating rate LIBOR-based interest payments associated with $100 million of borrowings under the Company's credit agreement to a fixed obligation of 2.25% beginning in February 2017 and matures in February 2022.

In 2013, the Company entered into an interest rate swap agreement designated as a cash flow hedge. The agreement has the effect of changing the floating rate LIBOR-based interest payments associated with $50 million of borrowings under the Company’s credit facility to a fixed obligation of 2.52% beginning in October 2015 and matures in October 2020.

The Company's cash flow hedges are recorded gross at fair value in the consolidated balance sheet at June 30, ~~2020~~2021 and December 31, ~~2019,~~2020, respectively. A derivative loss of ~~$0.5~~$0.1 million based upon interest rates and foreign currency rates at June 30, ~~2020,~~2021, is expected to be reclassified from other comprehensive income (loss) to earnings in the next twelve months. The cash flow hedges remain effective as of June 30, ~~2020.~~2021.

Other Derivatives

The Company enters into foreign currency forward contracts in order to economically hedge short-term trade and non-trade intercompany balances largely denominated in Swiss franc, other major

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~~METTLER-TOLEDO INTERNATIONAL INC.~~

~~NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)~~

~~(In thousands, except share data, unless otherwise stated)~~

European currencies, and the Chinese Renminbi with its foreign businesses. In accordance with U.S. GAAP, these contracts are considered “derivatives not designated as hedging instruments.” Gains or losses on these instruments are reported in current earnings. The foreign currency forward contracts are recorded at fair value in the consolidated balance sheet at June 30, ~~2020~~2021 and December 31, ~~2019,~~2020, respectively, and disclosed in Note 5.6. The Company recognized in other charges (income) related to these instruments, a net gain of ~~$0.3~~$0.8 million and ~~a net loss of $9.2~~$0.3 million during the three months ended June 30, 2021 and 2020, respectively, and ~~2019, respectively,~~a net gain of $13.2 million and a net loss of $7.0 ~~million and $4.5~~ million during the six months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively. The gains and losses are primarily offset by the underlying transaction gains and losses on the related intercompany balances. At June 30, ~~2020~~2021 and December 31, ~~2019,~~2020, these contracts had a notional value of ~~$478.2~~$605.0 million and ~~$494.6~~$536.5 million, respectively.

5.6. FAIR VALUE MEASUREMENTS

At June 30, ~~2020~~2021 and December 31, ~~2019,~~2020, the Company had derivative assets totaling ~~$1.4~~$7.5 million and ~~$1.6~~$2.2 million respectively, and derivative liabilities totaling ~~$14.8~~$7.6 million and ~~$9.0~~$23.3 million,

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

respectively. The Company has limited involvement with derivative financial instruments and therefore does not need to present all the required disclosures in tabular format. The fair values of the interest rate swap agreements, the cross-currency swap agreements and foreign currency forward contracts that economically hedge short-term intercompany balances are estimated based upon inputs from current valuation information obtained from dealer quotes and priced with observable market assumptions and appropriate valuation adjustments for credit risk. The Company has evaluated the valuation methodologies used to develop the fair values by dealers in order to determine whether such valuations are representative of an exit price in the Company’s principal market. In addition, the Company uses an internally developed model to perform testing on the valuations received from brokers. The Company has also considered both its own credit risk and counterparty credit risk in determining fair value and determined these adjustments were insignificant at June 30, ~~2020~~2021 and December 31, ~~2019.~~2020.

The estimated fair value of the contingent consideration obligation of $13.5 million relating to the PendoTECH acquisition was determined using a Monte Carlo simulation based on the Company's forecast of future financial results. The fair value measurements are based on significant inputs not observable in the market and thus represent a Level 3 measurement.

Under U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement consists of observable and unobservable inputs that reflect the assumptions that a market participant would use in pricing an asset or liability.

A fair value hierarchy has been established that categorizes these inputs into three levels:


~~Level 1:~~	~~Quoted prices in active markets for identical assets and liabilities~~


~~Level 2:~~	~~Observable inputs other than quoted prices in active markets for identical assets and liabilities~~


~~Level 3:~~	~~Unobservable inputs~~

Level 1: Quoted prices in active markets for identical assets and liabilities

Level 2: Observable inputs other than quoted prices in active markets for identical assets and liabilities

Level 3: Unobservable inputs

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

The following table presents the Company's assets and liabilities, which are all categorized as Level 2, that are measured at fair value on a recurring basis. The Company does not have any assets or liabil

June 30, 2020 December 31, 2019 Balance Sheet Classification
Foreign currency forward contracts not designated as hedging instruments $ 1,426
$ 1,568
Other current assets and prepaid expenses
Total derivative assets $ 1,426
$ 1,568

Foreign currency forward contracts not designated as hedging instruments $ 2,701
$ 2,392
Accrued and other liabilities
Cash Flow Hedges:
Interest rate swap agreements 398
371
Accrued and other liabilities
Cross currency swap agreement 5,606
—
Accrued and other liabilities
Interest rate swap agreements 3,580
1,548
Other non-current liabilities
Cross currency swap agreement 2,519
4,706
Other non-current liabilities
Total derivative liabilities $ 14,804
$ 9,017

ities which are categorized as Level 1 or Level 3, with the exception of the PendoTECH contingent consideration described above.


	June 30, 2021		December 31, 2020		Balance Sheet Classification
Foreign currency forward contracts not designated as hedging instruments	$	4,625	$	2,227	Other current assets and prepaid expenses
Cash Flow Hedges:
Cross currency swap agreement	2,903		0		Other non-current assets
Total derivative assets	$	7,528	$	2,227

Foreign currency forward contracts not designated as hedging instruments	$	2,373	$	1,399	Accrued and other liabilities
Cash Flow Hedges:
Interest rate swap agreements	1,442		0		Accrued and other liabilities
Cross currency swap agreement	0		13,093		Accrued and other liabilities
Interest rate swap agreements	0		2,502		Other non-current liabilities
Cross currency swap agreement	3,735		6,297		Other non-current liabilities
Total derivative liabilities	$	7,550	$	23,291

The Company had ~~$14.8~~$23.8 million and ~~$8.2~~$14.3 million of cash equivalents at June 30, ~~2020~~2021 and December 31, ~~2019,~~2020, respectively, the fair value of which is determined using Level 2 inputs, through quoted and corroborated prices in active markets. The fair value of cash equivalents approximates cost.

The fair value of the Company's debt exceeds the carrying value by approximately ~~$35.6~~$38.0 million as of June 30, ~~2020.~~2021. The fair value of the Company's fixed interest rate debt was estimated using Level 2 inputs, primarily discounted cash flow models, based on estimated current rates offered for similar debt under current market conditions for the Company.

6.7. INCOME TAXES

The Company's reported tax rate was ~~18.5%~~19.8% and ~~18.1%~~18.5% during the three months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively and ~~17.9%~~19.6% and ~~14.9%~~17.9% during the six months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively. The provision for taxes is based upon using the Company's projected annual effective tax rate of ~~20.5%~~19.5% and ~~20.0%~~20.5% before non-recurring discrete tax items during ~~2020~~2021 and ~~2019,~~2020, respectively. The difference between the Company's projected annual effective tax rate and the reported tax rate is primarily related to the timing of excess tax benefits associated with stock option exercises.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

7.8. DEBT

Debt consisted of the following at June 30, ~~2020:~~2021:

June 30, 2020
U.S. Dollar Other Principal Trading Currencies Total
3.67% $50 million ten-year Senior Notes due December 17, 2022 $ 50,000
$ —
$ 50,000
4.10% $50 million ten-year Senior Notes due September 19, 2023 50,000
—
50,000
3.84% $125 million ten-year Senior Notes due September 19, 2024 125,000
—
125,000
4.24% $125 million ten-year Senior Notes due June 25, 2025 125,000
—
125,000
3.91% $75 million ten-year Senior Notes due June 25, 2029 75,000
—
75,000
3.19% $50 million fifteen-year Senior Notes due January 24, 2035 50,000
—
50,000
1.47% Euro 125 million fifteen-year Senior Notes due June 17, 2030 —
140,245
140,245
1.30% Euro 135 million fifteen-year Senior Notes due November 6, 2034 —
151,464
151,464
Debt issuance costs, net (1,051 ) (1,105 ) (2,156 )
Total Senior Notes 473,949
290,604
764,553
$1.1 billion Credit Agreement, interest at LIBOR plus 97.5 basis points 299,997
81,080
381,077
Other local arrangements 2,723
51,822
54,545
Total debt 776,669
423,506
1,200,175
Less: current portion (1,763 ) (51,822 ) (53,585 )
Total long-term debt $ 774,906
$ 371,684
$ 1,146,590


	U.S. Dollar		Other Principal Trading Currencies		Total
3.67% $50 million ten-year Senior Notes due December 17, 2022	$	50,000	$	0	$	50,000
4.10% $50 million ten-year Senior Notes due September 19, 2023	50,000		0		50,000
3.84% $125 million ten-year Senior Notes due September 19, 2024	125,000		0		125,000
4.24% $125 million ten-year Senior Notes due June 25, 2025	125,000		0		125,000
3.91% $75 million ten-year Senior Notes due June 25, 2029	75,000		0		75,000
3.19% $50 million fifteen-year Senior Notes due January 24, 2035	50,000		0		50,000
1.47% Euro 125 million fifteen-year Senior Notes due June 17, 2030	0		149,094		149,094
1.30% Euro 135 million fifteen-year Senior Notes due November 6, 2034	0		161,021		161,021
1.06% Euro 125 million fifteen-year Senior Notes due March 19, 2036	0		149,094		149,094
Debt issuance costs, net	(1,590)		(1,631)		(3,221)
Total Senior Notes	473,410		457,578		930,988
$1.25 billion Credit Agreement, interest at LIBOR plus 87.5 basis points	512,501		155,140		667,641
Other local arrangements	3,574		52,827		56,401
Total debt	989,485		665,545		1,655,030
Less: current portion	(349)		(52,676)		(53,025)
Total long-term debt	$	989,136	$	612,869	$	1,602,005

Credit Agreement

On June 25, 2021, the Company entered into a $1.25 billion Credit Agreement ("the Credit Agreement"), which amended its $1.1 billion Amended and Restated Credit Agreement (the "Prior Credit Agreement"). As of June 30, ~~2020,~~2021, the Company had ~~$712.1~~$576.3 million of additional borrowings available under its Credit Agreement, and the Company maintained ~~$127.3~~$142.3 million of cash and cash equivalents.

~~On January 24, 2020,~~The Credit Agreement is provided by a group of financial institutions (similar to the Company's Prior Credit Agreement) and has a maturity date of June 25, 2026. It is a revolving credit facility and is not subject to any scheduled principal payments prior to maturity. The obligations under the Credit Agreement are unsecured.

Borrowings under the Credit Agreement bear interest at current market rates plus a margin based on the Company’s consolidated leverage ratio. The Company must also pay facility fees that are tied to its leverage ratio. The Credit Agreement contains covenants that are similar as those contained in the prior Credit Agreement, with which the Company was in compliance as of June 30, 2021. The Company is required to maintain (i) a ratio of net funded indebtedness to EBITDA of 3.5 to 1.0 or less except that the required maximum ratio may increase to 4.0 to 1.0 for the four consecutive fiscal quarter period commencing with the fiscal quarter in which an acquisition having total consideration (including, without limitation, all cash payments, assumed indebtedness, issued ~~$50~~equity interests and earn outs in connection with such acquisition) greater than $250 million ~~fifteen-year~~ and (ii) an interest coverage ratio of 3.0 to 1.0 or greater. The Credit Agreement also places certain limitations on the Company, including limiting the ability to incur liens or indebtedness at a subsidiary level. In addition, the Credit Agreement has several events of default. The Company incurred approximately $0.2 million of debt extinguishment costs during 2021

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

related to the Prior Credit Agreement. The Company capitalized $2.0 million in financing fees during 2021 associated with the Credit Agreement which will be amortized to interest expense through 2026.

Senior ~~notes~~Notes

In May 2021, the Company entered into an agreement to issue and sell $125 million twelve-year Senior Notes with a fixed interest rate of ~~3.19%, which~~2.83%. The Senior Notes will be issued in July 2021 and will mature ~~January 24, 2035.~~July 2033. The terms of the Senior Notes are consistent with the ~~previously issued~~previous Senior Notes as described ~~in the Company's Annual Report on Form 10-K for the year ended December 31, 2019.~~above. The Company used the proceeds from the sale of the notes to refinance existing indebtedness and for other general corporate purposes.

In December 2020, the Company entered into an agreement to issue and sell EUR 125.0 million of 15-year 1.06% Euro Senior Notes ("1.06% Euro Senior Notes"). The terms of the Euro Senior Notes are consistent with the previous Euro Senior Notes as described in the Company's Annual Report on Form 10-K for the year ended December 31, 2020. The Company also entered into a forward contract to receive $152.1 million at the time of issuing the 1.06% Euro Senior Notes in March 2021. The Company issued the 1.06% Euro Senior Notes with a fixed interest rate of 1.06% in March 2021. The 1.06% Euro Senior Notes are unsecured obligations of the Company and will mature on March 19, 2036. Interest on the 1.06% Euro Senior Notes is payable semi-annually in March and September of each year. The Company was in compliance with its debt covenants at June 30, ~~2020.~~2021.

The Company has designated the EUR 125 million 1.47% Euro Senior Notes, the EUR 135 million 1.30% Euro Senior Notes, and the EUR ~~135~~125 million ~~1.30%~~1.06% Euro Senior Notes as a hedge of a portion of its net investment in euro-denominated foreign subsidiaries to reduce foreign currency risk associated with the net investment. Changes in the carrying value of this debt resulting from fluctuations in the euro to U.S. dollar exchange rate are recorded as foreign currency translation adjustments within other comprehensive income (loss). The Company recorded in other comprehensive income (loss) related to this net investment hedge an unrealized loss of ~~$2.1~~$5.8 million and ~~$1.3~~$2.1 million for the three months ended June 30, 2021 and 2020, respectively, and ~~2019, respectively,~~an unrealized gain of $11.8 million and an unrealized loss of $0.1 ~~million and an unrealized gain $1.0~~ million for the six month periods ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively. The Company has a loss of ~~$1.6~~$17.0 million recorded in accumulated other comprehensive income (loss) as of June 30, ~~2020.~~2021.

Other Local Arrangements

In April 2018, two of the Company's non-U.S. pension plans issued loans totaling $39.6 million (Swiss franc 38 million) to a wholly owned subsidiary of the Company. The loans have the same terms

~~- 18 -~~

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~~METTLER-TOLEDO INTERNATIONAL INC.~~

~~NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)~~

~~(In thousands, except share data, unless otherwise stated)~~

and conditions, which include an interest rate of Swiss franc LIBOR plus 87.5 basis points. The loans were renewed for one year in April ~~2020.~~2021.

8.9. SHARE REPURCHASE PROGRAM AND TREASURY STOCK

In November ~~2018,~~2020, the Company's Board of Directors authorized an additional $2$2.5 billion to ~~the~~be added to its share repurchase program, which has ~~$1.1~~$2.6 billion of remaining availability as of June 30, ~~2020.~~2021. The share repurchases are expected to be funded from cash generated from operating activities, borrowings, and cash balances. Repurchases will be made through open market transactions, and the amount and timing of ~~purchases~~purchases will depend on business and market conditions, the stock price, trading restrictions, the level of acquisition activity and other factors.

The Company ~~did not repurchase any shares in the three month period ended June 30, 2020 and~~ has purchased ~~28.9~~29.8 million shares since the inception of the program in 2004 through June 30, ~~2020~~.2021. During the six months ended June 30, ~~2020~~2021 and ~~2019~~,2020, the Company spent ~~$200~~$475.0 million and ~~$372.5~~$200.0 million on the repurchase of ~~268,161~~390,538 shares and ~~539,326~~268,161 shares at an average price per share of ~~$745.80~~$1,216.25 and ~~$690.66~~,$745.80, respectively. The Company also reissued ~~114,109~~35,636 shares and ~~226,595~~114,109 shares held in treasury upon the exercise of stock options and vesting of restricted stock units during the ~~six~~ ~~months ended~~ ~~June 30, 2020~~ ~~and~~ ~~2019, respectively.~~

~~9. ACCUMULATED OTHER COMPREHENSIVE INCOME~~

~~Comprehensive income (loss), net of tax consisted of the following as of June 30:~~

Three Months Ended Six Months Ended
2020 2019 2020 2019
Net earnings $ 126,562
$ 127,160
$ 224,677
$ 238,965
Other comprehensive income (loss), net of tax 2,096
(11,679 ) (21,932 ) 981
Comprehensive income, net of tax $ 128,658
$ 115,481
$ 202,745
$ 239,946

~~The following table presents changes in accumulated other comprehensive income by component for the~~ six months ended June 30, 2021 and 2020, ~~and 2019:~~

Currency Translation Adjustment, Net of Tax
Net Unrealized
Gain (Loss) on
Cash Flow Hedging Arrangements,
Net of Tax

Pension and Post-Retirement Benefit Related Items,
Net of Tax
Total
Balance at December 31, 2019 $ (61,015 ) $ (1,222 ) $ (261,436 ) $ (323,673 )
Other comprehensive income (loss), net of tax:
Unrealized gains (losses) cash flow hedging arrangements —
(3,951 ) —
(3,951 )
Foreign currency translation adjustment (21,326 ) —
(5,949 ) (27,275 )
Amounts recognized from accumulated other comprehensive income (loss), net of tax —
2,195
7,099
9,294
Net change in other comprehensive income (loss), net of tax (21,326 ) (1,756 ) 1,150
(21,932 )
Balance at June 30, 2020 $ (82,341 ) $ (2,978 ) $ (260,286 ) $ (345,605 )

respectively.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

10. ACCUMULATED OTHER COMPREHENSIVE INCOME

Comprehensive income (loss), net of tax consisted of the following as of June 30:


	Three Months Ended				Six Months Ended
	2021		2020		2021		2020
Net earnings	$	184,763	$	126,562	$	334,426	$	224,677
Other comprehensive income (loss), net of tax	9,152		2,096		32,333		(21,932)
Comprehensive income, net of tax	$	193,915	$	128,658	$	366,759	$	202,745

The following table presents changes in accumulated other comprehensive income by component for the six months ended June 30, 2021 and 2020:


	Currency Translation Adjustment, Net of Tax		Net Unrealized Gain (Loss) on Cash Flow Hedging Arrangements, Net of Tax		Pension and Post-Retirement Benefit Related Items, Net of Tax		Total
Balance at December 31, 2020	$	(31,101)	$	(1,479)	$	(302,345)	$	(334,925)
Other comprehensive income (loss), net of tax:
Unrealized gains (losses) cash flow hedging arrangements	0		5,934		0		5,934
Foreign currency translation adjustment	11,717		0		9,147		20,864
Amounts recognized from accumulated other comprehensive income (loss), net of tax	0		(4,732)		10,267		5,535
Net change in other comprehensive income (loss), net of tax	11,717		1,202		19,414		32,333
Balance at June 30, 2021	$	(19,384)	$	(277)	$	(282,931)	$	(302,592)


	Currency Translation Adjustment, Net of Tax		Net Unrealized Gain (Loss) on Cash Flow Hedging Arrangements, Net of Tax		Pension and Post-Retirement Benefit Related Items, Net of Tax		Total
Balance at December 31, 2019	$	(61,015)	$	(1,222)	$	(261,436)	$	(323,673)
Other comprehensive income (loss), net of tax:
Unrealized gains (losses) cash flow hedging arrangements	0		(3,951)		0		(3,951)
Foreign currency translation adjustment	(21,326)		0		(5,949)		(27,275)
Amounts recognized from accumulated other comprehensive income (loss), net of tax	0		2,195		7,099		9,294
Net change in other comprehensive income (loss), net of tax	(21,326)		(1,756)		1,150		(21,932)
Balance at June 30, 2020	$	(82,341)	$	(2,978)	$	(260,286)	$	(345,605)

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

Currency Translation Adjustment, Net of Tax
Net Unrealized
Gain (Loss) on
Cash Flow Hedging Arrangements,
Net of Tax

Pension and Post-Retirement Benefit Related Items,
Net of Tax
Total
Balance at December 31, 2018 $ (63,913 ) $ 702
$ (239,203 ) $ (302,414 )
Other comprehensive income (loss), net of tax:

Unrealized gains (losses) cash flow hedging arrangements —
(2,957 ) —
(2,957 )
Foreign currency translation adjustment (685 ) —
(1,114 ) (1,799 )
Amounts recognized from accumulated other comprehensive income (loss), net of tax —
(268 ) 6,005
5,737
Net change in other comprehensive income (loss), net of tax (685 ) (3,225 ) 4,891
981
Balance at June 30, 2019 $ (64,598 ) $ (2,523 ) $ (234,312 ) $ (301,433 )

The following table presents amounts recognized from accumulated other comprehensive income (loss) for the three and six month periods ended June 30:

Three Months Ended June 30,
2020 2019 Location of Amounts Recognized in Earnings
Effective portion of (gains) / losses on cash flow hedging arrangements:
Interest rate swap agreements $ 692
$ (50 ) Interest expense
Cross currency swap agreement 34
1,455
(a)
Total before taxes 726
1,405

Provision for taxes 179
100
Provision for taxes
Total, net of taxes $ 547
$ 1,305

Recognition of defined benefit pension and post-retirement items:
Recognition of actuarial losses and prior service cost, before taxes $ 4,596
$ 3,860
(b)
Provision for taxes 1,000
869
Provision for taxes
Total, net of taxes $ 3,596
$ 2,991


	Three Months Ended
	June 30,
	2021		2020		Location of Amounts Recognized in Earnings
Effective portion of (gains) / losses on cash flow hedging arrangements:
Interest rate swap agreements	$	543	$	692	Interest expense
Cross currency swap agreement	2,876		34		(a)
Total before taxes	3,419		726
Provision for taxes	684		179		Provision for taxes
Total, net of taxes	$	2,735	$	547

Recognition of defined benefit pension and post-retirement items:
Recognition of actuarial losses and prior service cost, before taxes	$	6,482	$	4,596	(b)
Provision for taxes	1,367		1,000		Provision for taxes
Total, net of taxes	$	5,115	$	3,596

(a) The cross currency swap reflects an unrealized loss of ~~$0.6~~$3.3 million for the three months ended June 30, 2021 recorded in other charges (income) that was offset by the underlying unrealized gain on the hedged debt. The cross currency swap also reflects a realized gain of ~~$0.5~~$0.4 million recorded in interest ~~expense.~~expense for the three months ended June 30, 2021.

(b) These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension and post-retirement cost. See Note 1112 for additional details for the three months ended June 30, ~~2020~~2021 and ~~2019.~~2020.

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~~METTLER-TOLEDO INTERNATIONAL INC.~~

~~NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)~~

~~(In thousands, except share data, unless otherwise stated)~~


								Six Months Ended
	Six Months Ended June 30,							June 30,
	2020		2019			Location of Amounts Recognized in Earnings		2021		2020		Location of Amounts Recognized in Earnings
Effective portion of (gains) / losses on cash flow hedging arrangements:							Effective portion of (gains) / losses on cash flow hedging arrangements:
Interest rate swap agreements	$	940	$	(113	)	Interest expense	Interest rate swap agreements	$	1,074	$	940	Interest expense
Cross currency swap agreement	1,620		(199		)	(a)	Cross currency swap agreement	(6,832)		1,620		(a)
Total before taxes	2,560		(312		)		Total before taxes	(5,758)		2,560
Provision for taxes	365		(44		)	Provision for taxes	Provision for taxes	(1,026)		365		Provision for taxes
Total, net of taxes	$	2,195	$	(268	)		Total, net of taxes	$	(4,732)	$	2,195

Recognition of defined benefit pension and post-retirement items:							Recognition of defined benefit pension and post-retirement items:
Recognition of actuarial losses and prior service cost, before taxes	$	9,089	$	7,749		(b)	Recognition of actuarial losses and prior service cost, before taxes	$	13,011	$	9,089	(b)
Provision for taxes	1,990		1,744			Provision for taxes	Provision for taxes	2,744		1,990		Provision for taxes
Total, net of taxes	$	7,099	$	6,005			Total, net of taxes	$	10,267	$	7,099

(a) The cross currency swap reflects an unrealized ~~loss~~gain of ~~$3.1~~$6.1 million for the six months ended June 30, 2021 recorded in other charges (income) that was offset by the underlying unrealized loss on the hedged debt. The cross currency swap also reflects a realized gain of ~~$1.5~~$0.8 million recorded in interest ~~expense.~~expense for the six months ended June 30, 2021.

(b) These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension and post-retirement cost. See Note 1112 for additional details for the six months ended June 30, ~~2020~~2021 and ~~2019.~~2020.

- 21 -

~~10.~~

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

11. EARNINGS PER COMMON SHARE

In accordance with the treasury stock method, the Company has included the following common equivalent shares in the calculation of diluted weighted average number of common shares outstanding for the three and six months ended June 30, relating to outstanding stock options and restricted stock units:


	2020	2019		2021	2020
Three months ended	288,711	420,320	Three months ended	330,638	288,711
Six months ended	307,265	443,097	Six months ended	326,169	307,265

Outstanding options and restricted stock units to purchase or receive ~~88,032~~21,637 and ~~64,269~~88,032 shares of common stock for the three month period ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively, have been excluded from the calculation of diluted weighted average number of common and common equivalent shares as such options and restricted stock units would be anti-dilutive. Options and restricted stock units to purchase or receive ~~88,261~~23,620 and ~~75,026~~88,261 for the six month period ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively, have been excluded from the calculation of diluted weighted average of common and common equivalent shares as such options and restricted stock units would be anti-dilutive.

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~~METTLER-TOLEDO INTERNATIONAL INC.~~

~~NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)~~

~~(In thousands, except share data, unless otherwise stated)~~

~~11.~~12. NET PERIODIC ~~BENEFIT~~PENSION COST

Net periodic pension cost for the Company’s defined benefit pension plans and U.S. post-retirement medical plan includes the following components for the three months ended June 30:


	U.S. Pension Benefits				Non-U.S. Pension Benefits				Other U.S. Post-retirement Benefits				Total
	2021		2020		2021		2020		2021		2020		2021		2020
Service cost, net	$	374	$	326	$	4,907	$	4,528	$	0	$	0	$	5,281	$	4,854
Interest cost on projected benefit obligations	549		889		858		1,097		2		7		1,409		1,993
Expected return on plan assets	(1,494)		(1,524)		(8,904)		(8,017)		0		0		(10,398)		(9,541)
Recognition of prior service cost	0		0		(465)		(1,735)		(19)		(19)		(484)		(1,754)
Recognition of actuarial losses/(gains)	729		645		6,246		5,712		(9)		(7)		6,966		6,350
Net periodic pension cost/(credit)	$	158	$	336	$	2,642	$	1,585	$	(26)	$	(19)	$	2,774	$	1,902

U.S. Pension Benefits Non-U.S. Pension Benefits Other U.S. Post-retirement Benefits Total
2020 2019 2020 2019 2020 2019 2020 2019
Service cost, net $ 326
$ 266
$ 4,528
$ 3,799
$ —
$ —
4,854
4,065
Interest cost on projected benefit obligations 889
1,146
1,097
2,520
7
16
1,993
3,682
Expected return on plan assets (1,524 ) (1,472 ) (8,017 ) (7,218 ) —
—
(9,541 ) (8,690 )
Recognition of prior service cost —
—
(1,735 ) (1,637 ) (19 ) —
(1,754 ) (1,637 )
Recognition of actuarial losses/(gains) 645
593
5,712
5,062
(7 ) (173 ) 6,350
5,482
Net periodic pension cost/(credit) $ 336
$ 533
$ 1,585
$ 2,526
$ (19 ) $ (157 ) $ 1,902
$ 2,902

Net periodic pension cost for the Company’s defined benefit pension plans and U.S. post-retirement medical plan includes the following components for the six months ended June 30:


	U.S. Pension Benefits				Non-U.S. Pension Benefits				Other U.S. Post-retirement Benefits				Total
	2021		2020		2021		2020		2021		2020		2021		2020
Service cost, net	$	748	$	652	$	9,852	$	9,045	$	0	$	0	$	10,600	$	9,697
Interest cost on projected benefit obligations	1,098		1,778		1,708		2,332		4		14		2,810		4,124
Expected return on plan assets	(2,988)		(3,048)		(17,875)		(16,104)		0		0		(20,863)		(19,152)
Recognition of prior service cost	0		0		(936)		(3,460)		(38)		(38)		(974)		(3,498)
Recognition of actuarial losses/(gains)	1,458		1,290		12,545		11,311		(18)		(14)		13,985		12,587
Net periodic pension cost/(credit)	$	316	$	672	$	5,294	$	3,124	$	(52)	$	(38)	$	5,558	$	3,758

U.S. Pension Benefits Non-U.S. Pension Benefits Other U.S. Post-retirement Benefits Total
2020 2019 2020 2019 2020 2019 2020 2019
Service cost, net $ 652
$ 532
$ 9,045
$ 7,500
$ —
$ —
9,697
8,032
Interest cost on projected benefit obligations 1,778
2,292
2,332
5,063
14
32
4,124
7,387
Expected return on plan assets (3,048 ) (2,944 ) (16,104 ) (14,519 ) —
—
(19,152 ) (17,463 )
Recognition of prior service cost —
—
(3,460 ) (3,339 ) (38 ) —
(3,498 ) (3,339 )
Recognition of actuarial losses/(gains) 1,290
1,187
11,311
10,247
(14 ) (346 ) 12,587
11,088
Net periodic pension cost/(credit) $ 672
$ 1,067
$ 3,124
$ 4,952
$ (38 ) $ (314 ) $ 3,758
$ 5,705

As previously disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, ~~2019,~~2020, the Company expects to make employer contributions of approximately ~~$25.6~~

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

$27.9 million to its non-U.S. pension plans and employer contributions of approximately $0.2 million to its U.S. post-retirement medical plan during the year ended December 31, ~~2020. This estimate~~2021. These estimates may change based upon several factors, including fluctuations in currency exchange rates, actual returns on plan assets and changes in legal requirements.

~~- 22 -~~

~~Table of Contents~~

~~METTLER-TOLEDO INTERNATIONAL INC.~~

~~NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)~~

~~(In thousands, except share data, unless otherwise stated)~~

~~12.~~13. RESTRUCTURING CHARGES

For the three and six months ended June 30, ~~2020,~~2021, the Company has incurred $0.9 million and ~~$2.8~~$2.1 million of restructuring expenses, respectively, which primarily relates to employee related costs. Liabilities related to restructuring activities are included in accrued and other liabilities in the consolidated balance sheet. A ~~rollforward~~roll forward of the Company’s accrual for restructuring activities for the six months ended June 30, ~~2020~~2021 is as follows:


	Total
Balance at December 31, 2020	$	9,184
Restructuring charges	2,069
Cash payments and utilization	(5,548)
Impact of foreign currency	(210)
Balance at June 30, 2021	$	5,495

Total
Balance at December 31, 2019 $ 6,701
Restructuring charges 2,765
Cash payments and utilization (4,627 )
Impact of foreign currency (10 )
Balance at June 30, 2020 $ 4,829

~~13.~~14. OTHER CHARGES (INCOME), NET

Other charges (income), net includes non-service pension costs (benefits), (gains) losses from foreign currency transactions and related hedging activities, interest income and other items. Non-service pension benefits for the three months ended June 30, 2021 and 2020 ~~and 2019~~ were ~~$3.0~~$2.5 million and ~~$1.2~~$3.0 million, respectively, and ~~$5.9~~$5.0 million and ~~$2.3~~$5.9 million for the six months ended June 30, 2021 and 2020, ~~and 2019,~~ respectively.Other charges (income), net also included $2.8 million of acquisition costs for the six months ended June 30, 2021.

~~14.~~15. SEGMENT REPORTING

As disclosed in Note 19 to the Company's consolidated financial statements for the year ended December 31, ~~2019,~~2020, the Company has determined there are five reportable segments: U.S. Operations, Swiss Operations, Western European Operations, Chinese Operations and Other.

The Company evaluates segment performance based on Segment Profit (gross profit less research and development and selling, general and administrative expenses, before amortization, interest expense, restructuring charges, other charges (income), net and taxes).

~~The following tables show the operations of the Company’s operating segments:~~

Net Sales to Net Sales to As of June 30,
For the three months ended External Other Total Net Segment 2020
June 30, 2020 Customers Segments Sales Profit Goodwill
U.S. Operations $ 249,340
$ 27,515
$ 276,855
$ 52,581
$ 414,370
Swiss Operations 28,948
142,487
171,435
48,248
22,830
Western European Operations 149,051
39,699
188,750
30,345
84,975
Chinese Operations 140,907
45,731
186,638
63,955
621
Other (a) 122,427
875
123,302
13,122
14,828
Eliminations and Corporate (b) —
(256,307 ) (256,307 ) (31,608 ) —
Total $ 690,673
$ —
$ 690,673
$ 176,643
$ 537,624

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)

The following tables show the operations of the Company’s operating segments:


	Net Sales to		Net Sales to						As of June 30,
For the three months ended	External		Other		Total Net		Segment		2021
June 30, 2021	Customers		Segments		Sales		Profit		Goodwill
U.S. Operations	$	323,310	$	38,507	$	361,817	$	79,272	$	509,600
Swiss Operations	40,836		201,182		242,018		69,516		23,553
Western European Operations	201,722		55,873		257,595		38,476		93,133
Chinese Operations	205,521		72,529		278,050		94,663		697
Other (a)	152,962		1,275		154,237		21,414		15,203
Eliminations and Corporate (b)	0		(369,366)		(369,366)		(48,085)		0
Total	$	924,351	$	0	$	924,351	$	255,256	$	642,186


	Net Sales to		Net Sales to										Net Sales to		Net Sales to
For the six months ended	External		Other			Total Net			Segment			For the six months ended	External		Other		Total Net		Segment
June 30, 2020	Customers		Segments			Sales			Profit
June 30, 2021												June 30, 2021	Customers		Segments		Sales		Profit
U.S. Operations	$	490,750	$	53,904		$	544,654		$	97,519		U.S. Operations	$	595,269	$	75,292	$	670,561	$	142,943
Swiss Operations	60,844		295,336			356,180			102,158			Swiss Operations	80,117		385,647		465,764		134,395
Western European Operations	302,376		81,413			383,789			54,452			Western European Operations	394,072		108,128		502,200		76,342
Chinese Operations	241,506		94,480			335,986			109,505			Chinese Operations	361,595		141,607		503,202		166,687
Other (a)	244,359		1,771			246,130			24,148			Other (a)	297,688		2,371		300,059		41,586
Eliminations and Corporate (b)	—		(526,904		)	(526,904		)	(69,861		)	Eliminations and Corporate (b)	0		(713,045)		(713,045)		(96,025)
Total	$	1,339,835	$	—		$	1,339,835		$	317,921		Total	$	1,728,741	$	0	$	1,728,741	$	465,928


~~(a)~~	~~Other includes reporting units in Eastern Europe, Latin America, Southeast Asia and other countries.~~


~~(b)~~	Eliminations and Corporate includes the elimination of inter-segment transactions and certain corporate expenses and intercompany investments, which are not included in the Company’s operating segments.

Net Sales to Net Sales to As of June 30,
For the three months ended External Other Total Net Segment 2019
June 30, 2019 Customers Segments Sales Profit Goodwill
U.S. Operations $ 267,889
$ 26,571
$ 294,460
$ 53,986
$ 410,021
Swiss Operations 31,358
151,931
183,289
48,613
22,157
Western European Operations 163,681
39,212
202,893
22,229
86,749
Chinese Operations 136,459
52,568
189,027
65,489
643
Other (a) 131,979
1,334
133,313
14,300
14,987
Eliminations and Corporate (b) —
(271,616 ) (271,616 ) (26,876 ) —
Total $ 731,366
$ —
$ 731,366
$ 177,741
$ 534,557
(a)Other includes reporting units in Eastern Europe, Latin America, Southeast Asia and other countries.

(b)Eliminations and Corporate includes the elimination of inter-segment transactions and certain corporate expenses and intercompany investments, which are not included in the Company’s operating segments.


	Net Sales to		Net Sales to						As of June 30,
For the three months ended	External		Other		Total Net		Segment		2020
June 30, 2020	Customers		Segments		Sales		Profit		Goodwill
U.S. Operations	$	249,340	$	27,515	$	276,855	$	52,581	$	414,370
Swiss Operations	28,948		142,487		171,435		48,248		22,830
Western European Operations	149,051		39,699		188,750		30,345		84,975
Chinese Operations	140,907		45,731		186,638		63,955		621
Other (a)	122,427		875		123,302		13,122		14,828
Eliminations and Corporate (b)	0		(256,307)		(256,307)		(31,608)		0
Total	$	690,673	$	0	$	690,673	$	176,643	$	537,624

Net Sales to Net Sales to
For the six months ended External Other Total Net Segment
June 30, 2019 Customers Segments Sales Profit
U.S. Operations $ 502,540
$ 52,716
$ 555,256
$ 91,971

Swiss Operations 64,935
305,662
370,597
102,135

Western European Operations 329,587
83,257
412,844
47,954

Chinese Operations 258,181
109,425
367,606
124,973

Other (a) 255,575
2,595
258,170
27,487

Eliminations and Corporate (b) —
(553,655 ) (553,655 ) (68,938 )
Total $ 1,410,818
$ —
$ 1,410,818
$ 325,582


~~(a)~~	~~Other includes reporting units in Eastern Europe, Latin America, Southeast Asia and other countries.~~


~~(b)~~	Eliminations and Corporate includes the elimination of inter-segment transactions and certain corporate expenses and intercompany investments, which are not included in the Company’s operating segments.

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METTLER-TOLEDO INTERNATIONAL INC.

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share data, unless otherwise stated)


	Net Sales to		Net Sales to
For the six months ended	External		Other		Total Net		Segment
June 30, 2020	Customers		Segments		Sales		Profit
U.S. Operations	$	490,750	$	53,904	$	544,654	$	97,519
Swiss Operations	60,844		295,336		356,180		102,158
Western European Operations	302,376		81,413		383,789		54,452
Chinese Operations	241,506		94,480		335,986		109,505
Other (a)	244,359		1,771		246,130		24,148
Eliminations and Corporate (b)	0		(526,904)		(526,904)		(69,861)
Total	$	1,339,835	$	0	$	1,339,835	$	317,921

(a)Other includes reporting units in Eastern Europe, Latin America, Southeast Asia and other countries.

A reconciliation of earnings before taxes to segment profit for the three and six month periods ended June 30 follows:


	Three Months Ended				Six Months Ended
	2021		2020		2021		2020
Earnings before taxes	$	230,384	$	155,255	$	415,798	$	273,754
Amortization	16,218		13,889		30,102		27,887
Interest expense	10,439		9,582		19,910		19,801
Restructuring charges	876		860		2,069		2,765
Other income, net	(2,661)		(2,943)		(1,951)		(6,286)
Segment profit	$	255,256	$	176,643	$	465,928	$	317,921

Three Months Ended Six Months Ended
2020 2019 2020 2019
Earnings before taxes $ 155,255
$ 155,216
$ 273,754
$ 280,892
Amortization 13,889
12,326
27,887
24,548
Interest expense 9,582
8,882
19,801
17,976
Restructuring charges 860
2,891
2,765
4,414
Other charges (income), net (2,943 ) (1,574 ) (6,286 ) (2,248 )
Segment profit $ 176,643
$ 177,741
$ 317,921
$ 325,582

During the three months ended June 30, ~~2020,~~2021, restructuring charges of $0.9 million were recognized, of which $0.1 million, $0.1 million, $0.6 million, and $0.1 million related to the Company’s U.S., Swiss, Western European, and Other Operations, respectively. Restructuring charges of $0.9 million were recognized during the three months ended June 30, 2020, of which $0.3 million, $0.3 million, $0.1 million, and $0.2 million related to the Company’s U.S., Western European, Chinese, and Other Operations, respectively. Restructuring charges of ~~$2.9~~$2.1 million were recognized during the ~~three~~six months ended June 30, ~~2019,~~2021, of which ~~$1.1~~$0.4 million, $0.3 million, $1.1 million, and ~~$0.4~~$0.3 million related to the Company’s U.S., Swiss, Western European, and ~~Chinese~~Other Operations, respectively. Restructuring charges of $2.8 million were recognized during the six months ended June 30, 2020, of which $0.6 million, $0.7 million, $1.1 million, $0.1 million, and $0.3 million and related to the Company’s U.S., Swiss, Western European, Chinese, and Other Operations, respectively. Restructuring charges of $4.4 million were recognized during the six months ended June 30, 2019, of which $1.6 million, $0.3 million, $2.1 million, and $0.4 million and related to the Company’s U.S., Swiss, Western European, and Chinese Operations, respectively.

~~15.~~16. CONTINGENCIES

The Company is party to various legal proceedings, including certain environmental matters, incidental to the normal course of business. Management does not expect that any of such proceedings, either individually or in the aggregate, will have a material adverse effect on the Company’s financial condition, results of operations or cash flows.

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~~Item 2.~~	~~Management's Discussion and Analysis of Financial Condition and Results of Operations~~

Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the Unaudited Interim Consolidated Financial Statements included herein.

General

Our interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. Operating results for the three and six months ended June 30, ~~2020~~2021 are not necessarily indicative of the results to be expected for the full year ending December 31, ~~2020.~~2021.

Changes in local currency exclude the effect of currency exchange rate fluctuations. Local currency amounts are determined by translating current and previous year consolidated financial information at an index utilizing historical currency exchange rates. We believe local currency information provides a helpful assessment of business performance and a useful measure of results between periods. We do not, nor do we suggest that investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. We present non-GAAP financial measures in reporting our financial results to provide investors with an additional analytical tool to evaluate our operating results.

We also include in the discussion below disclosures of immaterial qualitative factors that are not quantified. Although the impact of such factors is not considered material, we believe these disclosures can be useful in evaluating our operating results.

COVID-19

The ~~2019 Coronavirus (COVID-19)~~ongoing coronavirus ("COVID-19") pandemic has resulted in millions of confirmed cases throughout the world and in all countries where we conduct business. The outbreak ~~has~~ caused many governments to implement stay-at-home orders, quarantines, and significant restrictions on travel. ~~Several~~During the course of the ongoing pandemic, several governments ~~have also~~ implemented work restrictions that ~~prohibit~~prohibited many employees from going to their customary work locations and ~~which require~~that required these employees to work remotely ifwhen possible. ~~The quarantines, travel bans, work~~These restrictions continue to change as the COVID-19 situation evolves in each country and ~~other restrictions were initially put in place on a national level in China in January 2020,~~region, considering local circumstances related to vaccine availability, population vaccination rates, and ~~with the global spread~~emerging variant strains of the virus, subsequently adopted in other countries and regions during the first quarter of 2020 with many restrictions commencing in Asia Pacific, Europe, North America, and South America. Many of these restrictions remained in place during the second quarter of 2020.COVID-19.

The health and safety of our employees and business partners ~~has~~have been our highest priority throughout the COVID-19 pandemic, and we have implemented several preventative and protective ~~measures relating to social distancing, hygiene, health monitoring, personal protective equipment, split shifts and remote work.~~measures. We have also ~~implemented business continuity plans and have been able to continue~~continued to support our customers with their essential businesses such as in life sciences, food manufacturing, chemicals (e.g., sanitizers, disinfectants, soaps, etc.), food retail, and transportation and logistics.

Our production and logistics facilities are currently operational, and our office-based employees ~~have been able~~continue to ~~work remotely in adherence~~adhere to any applicable jurisdictional stay-at-home orders. Our supply chain is currently continuing with ~~minimal interruption,~~some interruption. We continue to closely monitor risks associated with our supply chain, including the availability of certain components, material shortages, supplier delays, potential transportation delays, and ~~we currently maintain adequate product inventory levels~~higher transportation and ~~safety stock for certain components.~~material costs, which could significantly adversely affect sales and/or profitability in future quarters. We ~~quickly adapted~~also continue to leverage our digital and remote sales and service capabilities in certain geographies where necessary, while also meeting delivery requirements with our global supply chain. Our service organization also continues to provide on-site and remote customer support to facilitate uptime, productivity, and regulatory compliance.

~~We have also implemented various temporary cost containment measures related to workforce management and discretionary spending. Our workforce management measures~~

~~primarily include reduced work hours, salary freezes, and voluntary senior leadership salary reductions.~~

We maintain adequate liquidity consisting of approximately $712.1 million of additional borrowings available under our Credit Agreement, and $127.3 million of cash and cash equivalents as of June 30, 2020.

~~As further described in the Risk Factors section of this Form 10-Q,~~ COVID-19 presents several risks to our business. For example, businesses can be shutdown, supply chains can be interrupted, slowed, or rendered inoperable, and individuals can become ill, quarantined, or otherwise unable to work and/or travel due to health reasons or governmental restrictions. COVID-19 also interferes with general commercial activity related tobusiness as further described in Part I, Item 1A of our ~~supply chain and customer base. In addition, it is expected that COVID-19 will negatively affect~~Annual Report on Form 10-K for the global economy and our customers' businesses, which will likely result in delayed or reduced purchases from us. Some customers may also have difficulty meeting their payment obligations to us, resulting in late payments or an inability of some customers to make payments at all.

~~During the six months~~year ended ~~June 30, 2020, COVID-19 had a negative impact on our business, primarily related to reduced customer demand in all regions. We remain cautious as uncertainties~~December 31, 2020. Uncertainties related to COVID-19 and the resulting impact to the global economy ~~continues~~continue in ~~all~~most regions of the world

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and market conditions ~~may also~~can change quickly. ~~With the global spread of the virus and related negative impact to the global economy, we expect reduced global sales volume due to lower customer demand in future quarters.~~ The longer-term effects on our business will be impacted by the global economy and any ~~recession~~economic implications in different regions of the world. ~~While it is extremely difficult to estimate the extent and duration of any COVID-19 implications, the effects on our business, results of operations and financial condition could be material.~~

Results of Operations – Consolidated

The following tables set forth certain items from our interim consolidated statements of operations for the three and six month periods ended June 30, ~~2020~~2021 and ~~2019~~2020 (amounts in thousands).


	Three months ended June 30,						Six months ended June 30,
	2021			2020			2021			2020
	(unaudited)		%	(unaudited)		%	(unaudited)		%	(unaudited)		%
Net sales	$	924,351	100.0	$	690,673	100.0	$	1,728,741	100.0	$	1,339,835	100.0
Cost of sales	387,447		41.9	292,703		42.4	720,141		41.7	567,456		42.4
Gross profit	536,904		58.1	397,970		57.6	1,008,600		58.3	772,379		57.6
Research and development	42,603		4.6	31,193		4.5	81,875		4.7	65,580		4.9
Selling, general and administrative	239,045		25.9	190,134		27.5	460,797		26.7	388,878		29.0
Amortization	16,218		1.8	13,889		2.0	30,102		1.7	27,887		2.1
Interest expense	10,439		1.1	9,582		1.4	19,910		1.2	19,801		1.5
Restructuring charges	876		0.1	860		0.1	2,069		0.1	2,765		0.2
Other income, net	(2,661)		(0.3)	(2,943)		(0.4)	(1,951)		(0.1)	(6,286)		(0.5)
Earnings before taxes	230,384		24.9	155,255		22.5	415,798		24.0	273,754		20.4
Provision for taxes	45,621		4.9	28,693		4.2	81,372		4.7	49,077		3.7
Net earnings	$	184,763	20.0	$	126,562	18.3	$	334,426	19.3	$	224,677	16.8

Three months ended June 30, Six months ended June 30,
2020 2019 2020 2019
(unaudited) % (unaudited) % (unaudited) % (unaudited) %
Net sales $ 690,673
100.0
$ 731,366
100.0
$ 1,339,835
100.0
$ 1,410,818
100.0
Cost of sales 292,703
42.4
311,828
42.6
567,456
42.4
602,961
42.7
Gross profit 397,970
57.6
419,538
57.4
772,379
57.6
807,857
57.3
Research and development 31,193
4.5
36,582
5.0
65,580
4.9
72,635
5.1
Selling, general and administrative 190,134
27.5
205,215
28.1
388,878
29.0
409,640
29.0
Amortization 13,889
2.0
12,326
1.7
27,887
2.1
24,548
1.7
Interest expense 9,582
1.4
8,882
1.2
19,801
1.5
17,976
1.4
Restructuring charges 860
0.1
2,891
0.4
2,765
0.2
4,414
0.3
Other charges (income), net (2,943 ) (0.4 ) (1,574 ) (0.2 ) (6,286 ) (0.5 ) (2,248 ) (0.1 )
Earnings before taxes 155,255
22.5
155,216
21.2
273,754
20.4
280,892
19.9
Provision for taxes 28,693
4.2
28,056
3.8
49,077
3.7
41,927
3.0
Net earnings $ 126,562
18.3
$ 127,160
17.4
$ 224,677
16.8
$ 238,965
16.9

Net sales

Net sales were ~~$690.7~~$924.4 million and ~~$731.4~~$690.7 million for the three months ended June 30, ~~2020,~~2021, and ~~2019,~~2020, respectively, and ~~$1.3~~$1.7 billion and ~~$1.4~~$1.3 billion for the six months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively. This represents ~~a decrease~~an increase of 6%34% and 5%29% in U.S. dollars for the three and six months ended June 30, ~~2020.~~2021, respectively. Excluding the effect of currency exchange rate fluctuations, or in local currencies, net sales ~~decreased 4%~~increased 27% and 3%23% for the three and six months ended June 30, ~~2020.~~2021, respectively. Net sales ~~for~~benefited approximately 1% from the ~~six months ended June 30, 2020 were negatively impacted by the COVID-19 pandemic~~

and related reduction in global customer demand on our operations. While we saw increased business activity in China during the three months ended June 30, 2020 that benefited from increased customer demand and the easing of governmental restrictions as a result of COVID-19, we remain cautious as uncertainties relating to COVID-19 and the global economy continue and market conditions may change quickly. We expect net sales in local currencies will be adversely affected by the COVID-19 pandemic related to unfavorable economic conditions and reduced customer demand in future quarters.

~~Net sales by geographic destination~~PendoTECH acquisition for the three and six months ended June 30, ~~2020~~2021. We experienced broad-based growth with robust customer demand in ~~U.S. dollars decreased~~most businesses and regions and strong execution of our sales and marketing programs. Growth in ~~the Americas 8%~~China also continued to be particularly strong. However, uncertainty relating to COVID-19 continues and ~~3%, in Europe 6% and 7% and in Asia/Rest of World 2% and 6%, respectively. Our net~~market conditions may change quickly.

Net sales by geographic destination for the three months ended June 30, ~~2020~~2021 in ~~local currencies decreased~~U.S. dollars increased 31% in the Americas, ~~7%,~~34% in Europe, 5% and ~~increased 1%~~37% in Asia/Rest of ~~World, respectively.~~World. In local currencies, our net sales by geographic destination increased 29% in the Americas, 23% in Europe, and 28% in Asia/Rest of World. Our net sales by geographic destination for the six months ended June 30, 2021 in U.S. dollars increased 23% in the Americas, 29% in Europe, and 37% in Asia/Rest of World. Net sales by geographic destination for the six months ended June 30, ~~2020~~2021 in local currencies ~~decreased~~increased 22% in the Americas, ~~2%,~~18% in Europe, 5% and 28% in Asia/Rest of ~~World 3%, respectively.~~World. Net sales in the Americas benefited approximately 2% and 1% from the PendoTECH acquisition for the three and six months ended June 30, 2021, respectively, and net sales in Europe benefited approximately 1% from the PendoTECH acquisition for the three months ended June 30, 2021. Net sales growth in Asia/Rest of World in local currency ~~for~~includes 35% and 39% growth in China during the three and six months ended June 30, ~~2020 includes local currency growth in China of 8% that benefited from increased customer demand and the easing of governmental restrictions as a result of COVID-19.~~2021, respectively. A discussion of sales by operating segment is included below.

As described in Note 19 to our consolidated financial statements for the year ended December 31, ~~2019,~~2020, our net sales comprise product sales of precision instruments and related services. Service revenues are primarily derived from repair and other services, including regulatory compliance qualification, calibration, certification, preventative maintenance and spare parts.

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Net sales of products ~~decreased 5%~~increased 37% in U.S. dollars and 3%30% in local currencies for the three months ended June 30, ~~2020~~2021 and ~~decreased 6%~~increased 33% in U.S. dollars and 4%27% in local currencies for the six months ended June 30, ~~2020,~~2021, compared to the corresponding periods in ~~2019.~~2020. Net sales of products benefited approximately 2% and 1% from the PendoTECH acquisition for the three and six months ended June 30, 2021, respectively. Service revenue (including spare parts) ~~decreased~~increased by 7%22% in U.S. dollars and 6%15% in local currencies ~~for~~for the three months ended June 30, ~~2020~~2021 and ~~decreased 2%~~increased 17% in U.S. dollars and 1%10% in local currencies for the six months ended June 30, ~~2020,~~2021, compared to the corresponding periods in ~~2019.~~2020.

Net sales of our laboratory products and services, which represented approximately ~~54%~~55% of our total net sales, ~~decreased 5%~~increased 41% in U.S. dollars and 4%35% in local currencies for the three months ended June 30, ~~2020, and decreased 3%~~2021, and increased 33% in U.S. dollars and 2%27% in local currencies for the six months ended June 30, ~~2020.~~2021. The local currency ~~decrease~~increase in net sales of our laboratory-related products ~~reflects reduced customer demand, which was negatively impacted by laboratory closures due to COVID-19, offset in part by~~for the three and six months ended June 30, 2021 includes growth in ~~process analytics, automated chemistry~~most product categories, especially in pipettes. Net sales of our laboratory products also benefited approximately 3% and ~~pipettes.~~1% from the PendoTECH acquisition for the three and six months ended June 30, 2021, respectively.

Net sales of our industrial products and services, which represented approximately ~~40%~~39% of our total net sales, ~~decreased 5%~~increased 27% in U.S. dollars and 3%20% in local currencies for the three months ended June 30, ~~2020,~~2021, and ~~decreased 6%~~increased 25% in U.S. dollars and 4%19% in local currencies for the six months ended June 30, ~~2020.~~2021. The local currency ~~decrease~~increase in net sales of our industrial-related products for the three and six months ended June 30, ~~2020~~2021 includes ~~declines in product inspection and certain core industrial product categories, offset in part by~~particularly strong growth in transportation and logistics project activity. China also experienced increased business activity that benefited from increased customer demand and the easing of governmental restrictions as a result of COVID-19.core industrial, especially in China.

Net sales in our food retailing products and services, which represented approximately 6% of our total net sales, ~~decreased 13%~~increased 16% in U.S. dollars and 9% in local currencies for the three months ended June 30, 2021, and increased 18% in U.S. dollars and 11% in local currencies for the six months ended June 30, 2021. The local currency increase in food retailing for the three months ended June 30, ~~2020, and decreased 15% in U.S. dollars and 14% in local currencies for the six months ended June 30, 2020. The decline in food retailing~~2021 is primarily due to ~~challenging market conditions.~~improved project activity in Europe, offset in part by a decline in the Americas.

Gross profit

Gross profit as a percentage of net sales was ~~57.6%~~58.1% and ~~57.4%~~57.6% for the three months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively, and ~~57.6%~~58.3% and ~~57.3%~~57.6% for the six months ended June 30, 2021 and 2020, ~~and 2019,~~ respectively.

Gross profit as a percentage of net sales for products was ~~59.6%~~60.1% and ~~59.9%~~59.6% for the three months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively, and ~~60.2%~~60.4% and ~~59.9%~~60.2% for the six months ended June 30, ~~2020~~2021 and ~~2019, respectively.~~2020.

Gross profit as a percentage of net sales for services (including spare parts) was ~~50.7%~~50.3% and ~~48.6%~~50.7% for the three months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively, and ~~49.3%~~50.5% and ~~48.2%~~49.3% for the six months ended June 30, 2021 and 2020, ~~and 2019,~~ respectively.

The increase in gross profit as a percentage of net sales for the three and six months ended June 30, ~~2020~~2021 primarily reflects ~~benefits from temporary cost savings measures,~~increased sales volume and favorable price realization, partially offset by higher transportation and material ~~cost reductions, offset in part by reduced sales volume, higher transportation~~ costs and ~~unfavorable business mix.~~temporary savings in the prior year.

Research and development and selling, general and administrative expenses

Research and development expenses as a percentage of net sales was 4.6% and 4.5% ~~and 5.0%~~ for the three months ended June 30, 2021 and 2020, ~~and 2019,~~respectively, and was ~~4.9%~~4.7% and ~~5.1%~~4.9% for the six ~~months~~months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively. Research and development expenses ~~decreased 15%~~increased 37% in ~~both~~ U.S. dollars and 28% in local currencies for the three months ended June 30, ~~2020,~~2021, and ~~decreased 10%~~increased 25% in ~~both~~ U.S. dollars and 17% in local currencies for the six months ended June 30, ~~2020,~~ 2021,

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respectively, compared to the corresponding periods in ~~2019.~~2020. The ~~decrease~~local currency increase primarily relates to ~~the timing of~~increased project activity and ~~benefits from our~~ temporary ~~cost~~ savings ~~measures.~~in the prior year.

Selling, general and administrative expenses as a percentage of net sales were ~~27.5%~~25.9% and ~~28.1%~~27.5% for the three months ended June 30, 2021 and 2020, ~~and 2019,~~respectively, and was 26.7% and 29.0% for ~~both~~ the six months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively. Selling, general and administrative expenses ~~decreased 7%~~increased 26% in ~~both~~ U.S. dollars and 20% in local currencies for the three months ended June 30, ~~2020,~~2021, and ~~decreased 5%~~increased 18% in U.S. dollars and 4%13% in local currencies for the six months ended June 30, ~~2020.~~2021. The local currency ~~decrease~~increase primarily includes ~~benefits from our temporary and ongoing cost savings initiatives and lower~~higher cash incentive ~~expense.~~expense and temporary savings in the prior year.

~~Amortization, interest expense, other charges (income), net and taxes~~

Amortization expense was ~~$13.9~~$16.2 million ~~and $12.3~~and $13.9 million for the three months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively, and ~~$27.9~~$30.1 million and ~~$24.5~~$27.9 million for the six months ended June 30, 2021 and 2020, ~~and 2019,~~ respectively.

Interest expense was ~~$9.6~~$10.4 million and ~~$8.9~~$9.6 million for the three months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively, and ~~$19.8~~$19.9 million and ~~$18.0~~$19.8 million for the six months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively.

Other charges (income), net includes non-service pension costs (benefits), net (gains) losses from foreign currency transactions and hedging activities, interest income and other items. ~~Nonservice~~Non-service pension benefits was ~~$3.0~~$2.5 million and ~~$1.2~~$3.0 million for the three months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively, and ~~$5.9~~$5.0 million and ~~$2.3~~$5.9 million and for the six months ended June 30, 2021 and 2020, ~~and 2019,~~ respectively. Other charges (income), net also included $2.8 million of acquisition costs for the six months ended June 30, 2021.

Our reported tax rate was ~~18.5%~~19.8% and ~~18.1%~~18.5% during the three months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively, and ~~17.9%~~19.6% and ~~14.9%~~17.9% during the six months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively. The provision for taxes is based upon using our projected annual effective tax rate of ~~20.5%~~19.5% and ~~20.0%~~20.5% before non-recurring discrete tax items for the ~~three and six months~~periods ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively. The difference between our projected annual effective tax rate and the reported tax rate is related to the timing of excess tax benefits associated with stock option exercises.

Results of Operations – by Operating Segment

The following is a discussion of the financial results of our operating segments. We currently have five reportable segments: U.S. Operations, Swiss Operations, Western European Operations, Chinese Operations and Other. A more detailed description of these segments is outlined in Note 19 to our consolidated financial statements for the year ended December 31, ~~2019.~~2020.

U.S. Operations (amounts in thousands)


	Three months ended June 30,					Six months ended June 30,
	2021		2020		%	2021		2020		%
Total net sales	$	361,817	$	276,855	31%	$	670,561	$	544,654	23%
Net sales to external customers	$	323,310	$	249,340	30%	$	595,269	$	490,750	21%
Segment profit	$	79,272	$	52,581	51%	$	142,943	$	97,519	47%

Three months ended June 30, Six months ended June 30,
2020 2019 % 2020 2019 %
Total net sales $ 276,855
$ 294,460
(6 )% $ 544,654
$ 555,256
(2 )%
Net sales to external customers $ 249,340
$ 267,889
(7 )% $ 490,750
$ 502,540
(2 )%
Segment profit $ 52,581
$ 53,986
(3 )% $ 97,519
$ 91,971
6 %

Total net sales increased 31% and ~~net sales to external customers decreased 6% and 7%~~23% for the three and six months ended June 30, ~~2020~~2021, respectively, compared with the corresponding period in ~~2019. Total net sales and net~~2020. Net sales to external customers ~~both decreased 2%~~increased 30% and 21% for the six months ended June 30, ~~2020~~2021, respectively, compared with the corresponding period in ~~2019.~~ 2020. Net sales to external customers for the three and six months ended June 30, ~~2020~~2021 includes ~~declines in most product categories, especially food retailing, offset in part by~~very strong growth in ~~transportation~~laboratory products, especially pipettes, and ~~logistics project activity.~~core industrial. The ~~decrease~~results are partially offset by a decline in food retailing. Net sales to external customers ~~reflects reduced customer demand as a result~~in our U.S. Operations also benefited approximately 4% and 2% from the PendoTECH acquisition for the three and six months ended June 30, 2021, respectively.

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~~Segment~~Segment profit ~~decreased $1.4~~increased $26.7 million and ~~increased $5.5~~$45.4 million for the three and six months ended June 30, ~~2020,~~2021, respectively, compared to the corresponding periods in ~~2019.~~2020. Segment profit during the three and six months ended June 30, ~~2020~~2021 includes higher net sales volume and benefits from our ~~temporary cost savings measures and~~ margin expansion, ~~initiatives,~~ offset in part by ~~lower~~higher transportation and material costs and temporary cost savings in the prior year.

Swiss Operations (amounts in thousands)


	Three months ended June 30,					Six months ended June 30,
	2021		2020		%1)	2021		2020		%1)
Total net sales	$	242,018	$	171,435	41%	$	465,764	$	356,180	31%
Net sales to external customers	$	40,836	$	28,948	41%	$	80,117	$	60,844	32%
Segment profit	$	69,516	$	48,248	44%	$	134,395	$	102,158	32%

1)Represents U.S. dollar growth (decline) for net sales ~~volume. Segment profit during the three months ended June 30, 2020 was negatively impacted by more significant declines in net sales volume.~~and segment profit.

~~Swiss Operations (amounts in thousands)~~

Three months ended June 30, Six months ended June 30,
2020 2019
%¹⁾
2020 2019
%¹⁾
Total net sales $ 171,435
$ 183,289
(6 )% $ 356,180
$ 370,597
(4 )%
Net sales to external customers $ 28,948
$ 31,358
(8 )% $ 60,844
$ 64,935
(6 )%
Segment profit $ 48,248
$ 48,613
(1 )% $ 102,158
$ 102,135
— %


1)	~~Represents U.S. dollar growth (decline) for net sales and segment profit.~~

Total net sales ~~decreased 6%~~increased 41% in U.S. dollars and ~~10%~~34% in local currency for the three months ended June 30, ~~2020,~~2021, respectively, and ~~decreased 4%~~increased 31% in U.S. dollars and 7%23% in local currency for the six months ended June 30, ~~2020~~2021 compared to the corresponding periods in ~~2019.~~2020. Net sales to external ~~customers decreased 8%~~customers increased 41% in U.S. dollars and ~~10%~~36% in local currency for the three months ended June 30, ~~2020~~2021 and ~~decreased 6%~~increased 32% in U.S. dollars and 9%26% in local currency for the six months ended June 30, ~~2020,~~2021, compared to the corresponding periods in ~~2019. Local~~2020. The increase in local currency net sales to external customers for the three and six months ended June 30, ~~2020~~2021 includes ~~declines~~includes strong growth in most product categories. ~~The decrease in sales to external customers reflects reduced customer demand as a result of COVID-19.~~

Segment profit ~~decreased $0.4~~increased $21.3 million and ~~was flat for~~$32.2 million the three and six month periods ended June 30, ~~2020,~~2021, compared to the corresponding periods in ~~2019.~~2020. Segment profit during the three and six months ended June 30, ~~2020~~2021 includes ~~lower~~higher net sales volume, benefits of our cost savings initiatives and ~~unfavorable~~favorable foreign currency translation, offset in part by ~~benefits from our~~higher transportation and material costs and temporary cost savings ~~measures and~~in the ~~timing of research and development activity.~~prior year.

Western European Operations (amounts in thousands)


	Three months ended June 30,					Six months ended June 30,
	2021		2020		%1)	2021		2020		%1)
Total net sales	$	257,595	$	188,750	36%	$	502,200	$	383,789	31%
Net sales to external customers	$	201,722	$	149,051	35%	$	394,072	$	302,376	30%
Segment profit	$	38,476	$	30,345	27%	$	76,342	$	54,452	40%

Three months ended June 30, Six months ended June 30,
2020 2019
%¹⁾
2020 2019
%¹⁾
Total net sales $ 188,750
$ 202,893
(7 )% $ 383,789
$ 412,844
(7 )%
Net sales to external customers $ 149,051
$ 163,681
(9 )% $ 302,376
$ 329,587
(8 )%
Segment profit $ 30,345
$ 22,229
37 % $ 54,452
$ 47,954
14 %


1)	~~Represents U.S. dollar growth (decline) for net sales and segment profit.~~

1)Represents U.S. dollar growth (decline) for net sales and segment profit.

Total net sales ~~decreased 7%~~increased 36% in U.S. dollars and 5%24% in local currencies for the three months ended June 30, ~~2020~~2021 and ~~decreased 7%~~increased 31% in U.S. dollars and 4%19% in local currencies for the six months ended June 30, ~~2020,~~2021, compared to the corresponding periods in ~~2019.~~2020. Net sales to external customers ~~decreased 9%~~increased 35% in U.S. dollars and 7%23% in local currencies for the three months ended June 30, ~~2020,~~2021, and ~~decreased 8%~~increased 30% in U.S. ~~dollars~~dollars and 6%19% in local currencies for the six months ended June 30, ~~2020,~~2021, compared to the corresponding periods in ~~2019. Local currency net~~2020. Net sales to external customers for the three and six months ended June 30, ~~2020~~2021 includes ~~declines~~very strong growth in most product ~~categories related to lower customer demand as a result of COVID-19.~~categories.

Segment profit increased $8.1 million and ~~$6.5~~$21.9 million for the three and six month periods ended June 30, ~~2020,~~2021, respectively, compared to the corresponding periods in ~~2019.~~2020. Segment profit increased during the three and six months ended June 30, ~~2020~~2021 primarily due to higher net sales volume, benefits ~~from~~of our ~~temporary~~ cost savings ~~measures and margin expansion~~ initiatives and ~~timing of research and development project activity,~~favorable foreign currency translation, offset in part by higher transportation and material costs and temporary cost savings in the ~~decline in net sales.~~prior year.

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Chinese Operations (amounts in thousands)


	Three months ended June 30,					Six months ended June 30,
	2021		2020		%1)	2021		2020		%1)
Total net sales	$	278,050	$	186,638	49%	$	503,202	$	335,986	50%
Net sales to external customers	$	205,521	$	140,907	46%	$	361,595	$	241,506	50%
Segment profit	$	94,663	$	63,955	48%	$	166,687	$	109,505	52%

Three months ended June 30, Six months ended June 30,
2020 2019
%¹⁾
2020 2019
%¹⁾
Total net sales $ 186,638
$ 189,027
(1 )% $ 335,986
$ 367,606
(9 )%
Net sales to external customers $ 140,907
$ 136,459
3 % $ 241,506
$ 258,181
(6 )%
Segment profit $ 63,955
$ 65,489
(2 )% $ 109,505
$ 124,973
(12 )%


1)	~~Represents U.S. dollar growth for net sales and segment profit.~~

1)Represents U.S. dollar growth for net sales and segment profit.

Total net sales ~~decreased 1%~~increased 49% in U.S. dollars and ~~increased 2%~~36% in local currency for the three months ended June 30, ~~2020~~2021 and ~~decreased 9%~~increased 50% in U.S. dollars and 5%38% in local currency for the six months ended June 30, ~~2020,~~2021, compared to the corresponding periods in ~~2019.~~2020. Net sales to external customers increased 3%46% in U.S. dollars and 7%34% in local currency by origin for the three months ended June 30, ~~2020~~2021 and ~~decreased 6%~~increased 50% in U.S. dollars and 3%38% in local currency during the six months ended June 30, ~~2020,~~2021, compared to the corresponding periods in ~~2019.~~2020. The increase in local currency net sales to external customers during the three ~~months ended June 30, 2020 reflects growth in industrial~~ and ~~laboratory related products that benefited from increased customer demand and the easing of COVID-19 governmental restrictions, while net sales to external customers for the~~ six months ended June 30, ~~2020 were negatively impacted by reduced customer demand as a result of COVID-19. Significant uncertainty remains relating to COVID-19~~2021 reflects particularly strong growth in both laboratory and ~~the local Chinese economy, and~~industrial products. However, market conditions may change ~~quickly.~~quickly and we will face more difficult prior period comparisons during the remainder of 2021.

Segment profit ~~decreased $1.5~~increased $30.7 million and ~~$15.5~~$57.2 million for the three and six month periods ended June 30, ~~2020,~~2021, respectively, compared to the corresponding periods in ~~2019.~~2020. The ~~decrease~~increase in segment profit for the three and six months ended June 30, ~~2020~~2021 primarily reflects ~~the decline in total net~~increased sales ~~as well as unfavorable~~volume and favorable foreign currency translation, offset in part by ~~our~~higher transportation and material costs and temporary cost savings ~~measures.~~in the prior year.

Other (amounts in thousands)


	Three months ended June 30,					Six months ended June 30,
	2021		2020		%1)	2021		2020		%1)
Total net sales	$	154,237	$	123,302	25%	$	300,059	$	246,130	22%
Net sales to external customers	$	152,962	$	122,427	25%	$	297,688	$	244,359	22%
Segment profit	$	21,414	$	13,122	63%	$	41,586	$	24,148	72%

Three months ended June 30, Six months ended June 30,
2020 2019
%¹⁾
2020 2019
%¹⁾
Total net sales $ 123,302
$ 133,313
(8 )% $ 246,130
$ 258,170
(5 )%
Net sales to external customers $ 122,427
$ 131,979
(7 )% $ 244,359
$ 255,575
(4 )%
Segment profit $ 13,122
$ 14,300
(8 )% $ 24,148
$ 27,487
(12 )%


1)	~~Represents U.S. dollar growth for net sales and segment profit.~~

1)Represents U.S. dollar growth for net sales and segment profit.

Total net sales ~~decreased 8%~~and net sales to external customers increased 25% and 22% in U.S. dollars for the three and 4%six months ended June 30, 2021, respectively. Total net sales and net sales to external customers increased 17% in local currencies for the three months ended June 30, ~~2020~~2021, and ~~decreased 5%~~increased 16% and 15%, respectively, in ~~U.S. dollars and 2% in local~~local currencies for the six months ended June 30, ~~2020,~~2021, compared to the corresponding periods in 2019. Net sales to external customers decreased 7% in U.S. dollars and 4% in local currencies for the three months ended June 30, 2020 and decreased 4% in U.S. dollars and 2% in local currencies for the six months ended June 30, 2020, compared to the corresponding periods in 2019.The decrease2020. The increase in net sales to external customers ~~reflects reduced customer demand as a result of COVID-19.~~includes strong growth in most product categories.

Segment profit ~~decreased $1.2~~increased $8.3 million and ~~$3.3~~$17.4 million for the three and six months ended June 30, ~~2020,~~2021, respectively, compared to the corresponding periods in ~~2019.~~2020. The ~~decrease~~increase in segment profit for the ~~three and~~ six months ended June 30, ~~2020~~2021 is primarily ~~reflects the decline in net~~related to increased sales ~~as well as unfavorable~~volume and favorable foreign currency ~~translation, offset in part by our temporary cost savings measures.~~translation.

Liquidity and Capital Resources

Liquidity is our ability to generate sufficient cash to meet our obligations and commitments. Sources of liquidity includes, cash flows from operating activities, available borrowings under our Credit Agreement, the ability to obtain appropriate financing and our cash and cash equivalent balances. Currently, our financing requirements are primarily driven by working capital requirements, capital expenditures, share repurchases and acquisitions.

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Cash provided by operating activities totaled ~~$248.8~~$404.4 million during the six months ended June 30, ~~2020,~~2021, compared to ~~$225.9~~$248.8 million in the corresponding period in ~~2019.~~2020. The increase for the six months ended June 30, 2020 benefited from the timing of working capital including strong cash collections. This was partly offset by changes in inventories during the six months ended June 30, 2020 versus the prior year comparable period as we increased inventory levels given uncertainties related2021 is primarily due to ~~potential COVID-19 implications on our global supply chain. Cash flows provided by operating activities were also reduced by our lower~~higher net ~~earnings as compared to the prior year period.~~earnings.

Capital expenditures are made primarily for investments in information systems and technology, machinery, equipment and the purchase and expansion of facilities. Our capital expenditures totaled ~~$37.1~~$47.4 million for the six months ended June 30, ~~2020~~2021 compared to ~~$44.7~~$37.1 million in the corresponding period in ~~2019.~~2020. We expect to make net investments in new or expanded manufacturing facilities of ~~$15~~$10 million to ~~$20~~$15 million over the next two years.

Senior Notes and Credit Facility Agreement

Our debt consisted of the following at June 30, ~~2020:~~2021:


	U.S. Dollar		Other Principal Trading Currencies		Total
3.67% $50 million ten-year Senior Notes due December 17, 2022	$	50,000	$	—	$	50,000
4.10% $50 million ten-year Senior Notes due September 19, 2023	50,000		—		50,000
3.84% $125 million ten-year Senior Notes due September 19, 2024	125,000		—		125,000
4.24% $125 million ten-year Senior Notes due June 25, 2025	125,000		—		125,000
3.91% $75 million ten-year Senior Notes due June 25, 2029	75,000		—		75,000
3.19% $50 million fifteen-year Senior Notes due January 24, 2035	50,000		—		50,000
1.47% Euro 125 million fifteen-year Senior Notes due June 17, 2030	—		149,094		149,094
1.30% Euro 135 million fifteen-year Senior Notes due November 6, 2034	—		161,021		161,021
1.06% Euro 125 million fifteen-year Senior Notes due March 19, 2036	—		149,094		149,094
Debt issuance costs, net	(1,590)		(1,631)		(3,221)
Total Senior Notes	473,410		457,578		930,988
$1.25 billion Credit Agreement, interest at LIBOR plus 87.5 basis points	512,501		155,140		667,641
Other local arrangements	3,574		52,827		56,401
Total debt	989,485		665,545		1,655,030
Less: current portion	(349)		(52,676)		(53,025)
Total long-term debt	$	989,136	$	612,869	$	1,602,005

In May 2021, we entered into an agreement to issue and sell $125 million twelve-year Senior Notes with a fixed interest rate of 2.83%. The Senior Notes will be issued in July 2021 and will mature July 2033. The terms of the Senior Notes are consistent with the previous Senior Notes as described above. We used the proceeds from the sale of the notes to refinance existing indebtedness and for other general corporate purposes.

As of June 30, ~~2020,~~2021, approximately ~~$712.1~~$576.3 million of additional borrowings was available under our Credit Agreement, and we maintained ~~$127.3~~$142.3 million of cash and cash equivalents. During the six months ended June 30, 2021, the Company increased its long-term debt primarily due to the funding of the PendoTECH acquisition as described in Note 4. Changes in exchange rates between the currencies in which we generate cash flows and the currencies in which our borrowings are denominated affect our liquidity. In addition, because we borrow in a variety of currencies, our debt balances fluctuate due to changes in exchange rates. Further, we do not have any downgrade triggers related to ratings from rating agencies that would accelerate the maturity dates of our debt. ~~We were in compliance with its debt covenants at June 30, 2020.~~

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We currently believe that cash flow from operating activities, together with liquidity available under our Credit Agreement and local working capital facilities and our cash balances, will be sufficient to fund currently anticipated working capital needs and capital spending requirements for the foreseeable future.

~~We continue~~In December 2020, the Company entered into an agreement to ~~explore potential acquisitions. In connection with any acquisition, we may incur additional indebtedness. During the six month ended June 30, 2019, we paid $10~~issue and sell EUR 125.0 million ~~related to the settlement~~of 15-year 1.06% Euro Senior Notes ("1.06% Euro Senior Notes"). The terms of the ~~Biotix acquisition contingent consideration~~Euro Senior Notes are consistent with the previous Euro Senior Notes as ~~further~~ described in ~~Note 4 of our~~the Company's Annual Report on Form 10-K for the year ended December 31, ~~2019.~~2020. The Company also entered into a forward contract to receive $152.1 million at the time of issuing the 1.06% Euro Senior Notes in March 2021. The Company issued the 1.06% Euro Senior Notes with a fixed interest rate of 1.06% in March 2021. The 1.06% Euro Senior Notes are unsecured obligations of the Company and will mature on March 19, 2036. Interest on the 1.06% Euro Senior Notes is payable semi-annually in March and September of each year.

In April 2018, two of our non-U.S. pension plans issued loans totaling $39.6 million (Swiss franc 38 million) to a wholly owned subsidiary of the Company. The loans have the same terms and conditions which include an interest rate of Swiss franc LIBOR plus 87.5 basis points. The loans were renewed for one year in April ~~2020.~~2021.

We continue to explore potential acquisitions. In connection with any acquisition, we may incur additional indebtedness. In March 2021, we acquired all the membership interests of Mayfair Technology, LLC, ("PendoTECH") a manufacturer and distributor of single-use sensors, transmitters, control systems and software for measuring, monitoring and data collection primarily in bioprocess applications. PendoTECH serves bio-pharmaceutical manufacturers and life science laboratories and is located in the United States. The initial cash payment was $185.0 million and we may be required to pay additional consideration of up to $20.0 million and other post-closing amounts. For additional information related to the PendoTECH acquisition refer to Note 4 to the interim consolidated financial statements.

Share Repurchase Program

In November ~~2018,~~2020, the Company's Board of Directors authorized an additional ~~$2.0~~$2.5 billion to ~~the~~be added to our share repurchase program, which has ~~$1.1~~$2.6 billion of remaining ~~common shares to be repurchased under the program~~availability as of June 30, ~~2020.~~2021. The share repurchases are expected to be funded from cash generated from operating activities, borrowings, and existing cash balances.

Repurchases will be made through open market transactions, and the amount and ~~timing~~timing of purchases will depend on business and market conditions, stock price, trading restrictions, the level of acquisition activity, and other factors.

We ~~did not repurchase any shares in the three month period ended June 20, 2020, and~~ have purchased ~~28.9~~29.8 million shares since the inception of the program through June 30, ~~2020.~~2021. During the six months ended June 30, ~~2020~~2021 and ~~2019,~~2020, we spent ~~$200~~$475.0 million and ~~$372.5~~$200.0 million on the repurchase of ~~268,161~~390,538 and ~~539,326~~268,161 shares at an average price per share of ~~$745.80~~$1,216.25 and ~~$690.66,~~$745.80, respectively. We also reissued ~~114,109~~35,636 shares and ~~226,595~~114,109 shares held in treasury upon the exercise of stock options and vesting of restricted stock units during the six months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively.

Effect of Currency on Results of Operations

Our earnings are affected by ~~changing~~changes in exchange rates. We are most sensitive to changes in the exchange rates between the Swiss franc, euro, Chinese renminbi, and U.S. dollar. We have more Swiss franc expenses than we do Swiss franc sales because we develop and manufacture products in Switzerland that we sell globally, and have a number of corporate functions located in Switzerland. When the Swiss franc strengthens against our other trading currencies, particularly the U.S. dollar and euro, our earnings decrease. We also have significantly more sales in the euro than we do expenses. When the euro weakens against the U.S. dollar and Swiss franc, our earnings also ~~decreases.~~decrease. We estimate a 1% strengthening of the Swiss franc against the euro would reduce our earnings before tax by approximately ~~$1.6~~$1.8 million to ~~$1.8~~$2.0 million annually.

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We also conduct business in many geographies throughout the world, including Asia Pacific, the United Kingdom, Eastern Europe, Latin America, and Canada. Fluctuations in these currency exchange rates against the U.S. dollar can also affect our operating results. The most significant of these currency exposures is the Chinese ~~Renminbi.~~renminbi. The impact on our earnings before tax of the Chinese ~~Renminbi~~renminbi weakening 1% against the U.S. dollar is a reduction of approximately ~~$1.7~~$2.1 million to ~~$1.9~~$2.3 million annually.

In addition to the effects of exchange rate movements on operating profits, our debt levels can fluctuate due to changes in exchange rates, particularly between the U.S. dollar and the Swiss franc. Based on our outstanding debt at June 30, ~~2020,~~2021, we estimate that a 5% weakening of the U.S. dollar against the currencies in which our debt is denominated would result in an increase of approximately ~~$22.3~~$35.1 million in the reported U.S. dollar value of our debt.

Forward-Looking Statements Disclaimer

You should not rely on forward-looking statements to predict our actual results. Our actual results or performance may be materially different than reflected in forward-looking statements because of various risks and uncertainties, including statements about expected revenue growth and long-term impacts of the COVID-19 pandemic. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential” or “continue.”

We make forward-looking statements about future events or our future financial performance, including earnings and sales growth, earnings per share, strategic plans and contingency plans, growth opportunities or economic downturns, our ability to respond to changes in market conditions, customer demand, our competitive position, pricing, our supply chain, adequacy of our facilities, access to and the costs of raw materials, shipping and supplier costs, gross margins, planned research and development efforts and product introductions, capital expenditures, cash flow, tax-related matters, the impact of foreign currencies, compliance with laws, effects of acquisitions, and the impact of the COVID-19 pandemic on our businesses.

Our forward-looking statements may not be accurate or complete, and we do not intend to update or revise them in light of actual results. New risks also periodically arise. Please consider the risks and factors that could cause our results to differ materially from what is described in our forward-looking statements, including the uncertain duration and severity of the COVID-19 pandemic. See in particular “Factors Affecting Our Future Operating Results” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, ~~2019~~2020 and other reports filed with the SEC from time to time.


~~Item 3.~~	~~Quantitative and Qualitative Disclosures About Market Risk~~

Item 3.Quantitative and Qualitative Disclosures About Market Risk

As of June 30, ~~2020~~,2021, there was no material change in the information provided under Item 7A in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2019.~~2020.


~~Item 4.~~	~~Controls and Procedures~~

Item 4.Controls and Procedures

Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer, have concluded that these disclosure controls and procedures are effective. There were no changes in our internal control over financial reporting during the quarter ended June 30, ~~2020~~2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Table of Contents

PART II. OTHER INFORMATION


~~Item 1.~~	Item 1.Legal Proceedings. None


~~Item 1A.~~	~~Risk Factors.~~

Item 1A.Risk Factors.

For the three and six months ended June 30, ~~2020~~2021 there were no material changes from risk factors disclosed in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2019, except the following update.~~

The COVID-19 outbreak has and will likely continue to negatively affect various aspects of our business, including our workforce and supply chain, and make it more difficult and expensive to meet our obligations to our customers, and has and will likely continue to result in reduced demand from our customers as their businesses may also be negatively affected.

~~Our global operations are susceptible to global events that could have an adverse effect on our business results and financial condition.~~

For instance, we are susceptible to a widespread outbreak of an illness or other health issue, such as the ongoing 2019 Coronavirus outbreak ("COVID-19"), and which now has since spread globally, resulting in millions of confirmed cases throughout the world and in all countries where we conduct business. The outbreak has caused many governments to implement stay-at-home orders, quarantines and significant restrictions on travel. Several governments have also implemented work restrictions that prohibit many employees from going to their customary work locations and which require these employees to work remotely if possible. The quarantines, travel bans, work and other restrictions were initially put in place on a national level in China in January 2020, and with the global spread of the virus, subsequently adopted in many other countries and regions throughout the first half of 2020 with many restrictions commencing in Asia Pacific, Europe, North America and South America. Many of these restrictions remained in place during the second quarter of 2020.

As a result of pandemic outbreaks, including COVID-19, businesses can be shut down, supply chains can be interrupted, slowed, or rendered inoperable, and individuals can become ill, quarantined, or otherwise unable to work and/or travel due to health reasons or governmental restrictions. COVID-19 interferes with general commercial activity related to our supply chain and customer base. In addition, it is expected that COVID-19 will negatively affect the global economy and our customers' businesses, which will result in delayed or reduced purchases from us. Some customers may also have difficulty meeting their payment obligations to us, resulting in late payments or an inability of some customers to make payments at all.

During the three and six months ended June 30, 2020, COVID-19 had a negative impact on our business, primarily related to reduced global customer demand. We remain cautious as uncertainties related to COVID-19 and the resulting impact to the economy continues in all regions of the world and market conditions may also change quickly. With the global spread of the virus and related negative impact to the global economy, we expect reduced global sales volume from lower customer demand in future quarters. Our operations could be negatively affected further if our employees who are currently not subject to stay-at-home or work restriction orders are quarantined or become ill as a result of exposure to COVID-19, or if they become subject to governmental COVID-19 curfews or stay-at-home orders. The longer-term effects on our business will be impacted by the global economy and any recession implications in different regions of the world. While it is extremely difficult to estimate the extent and duration of any COVID-19 implications, the effects on our business, results of operations and financial condition could be material.


~~Item 2.~~	~~Unregistered Sales of Equity Securities and Use of Proceeds.~~

Item 2.Unregistered Sales of Equity Securities and Use of Proceeds.

Issuer Purchases of Equity Securities


	(a)	(b)		(c)	(d)
	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Program	Approximate Dollar Value (in thousands) of Shares that may yet be Purchased under the Program


April 1 to April 30, 2021	54,552	$	1,254.26	54,552	$	2,727,503
May 1 to May 31, 2021	56,381	$	1,278.03	56,381	$	2,655,486
June 1 to June 30, 2021	54,797	$	1,314.98	54,797	$	2,583,428
Total	165,730	$	1,282.18	165,730	$	2,583,428

(a) (b) (c) (d)
Total Number of
Shares Purchased Average Price Paid
per Share Total Number of
Shares Purchased as Part of Publicly Announced Program Approximate Dollar
Value (in thousands) of Shares that may yet be Purchased under the Program

April 1 to April 30, 2020 —
$ —
—
$ 1,133,425
May 1 to May 31, 2020 —
$ —
—
$ 1,133,425
June 1 to June 30, 2020 —
$ —
—
$ 1,133,425
Total —
$ —
—
$ 1,133,425

~~The Company has a~~In November 2020, the Company's Board of Directors authorized an additional $2.5 billion to the share repurchase program, of which ~~there is $1.1~~has $2.6 billion of remaining ~~to repurchase common shares~~availability as of June 30, ~~2020.~~2021. We have purchased ~~28.9~~29.8 million shares since the inception of the program through June 30, ~~2020.~~2021.

~~We did not repurchase any shares in the three month period ended June 30, 2020.~~ During the six months ended June 30, ~~2020~~2021 and ~~2019,~~2020, we spent ~~$200~~$475.0 million and ~~$372.5~~$200.0 million on the repurchase of ~~268,161~~390,538 and ~~539,326~~268,161 shares at an average price per share of ~~$745.80~~$1,216.25 and ~~$690.66,~~$745.80, respectively. We also reissued ~~114,109~~35,636 shares and ~~226,595~~114,109 shares held in treasury upon the exercise of stock options and vesting of restricted stock units during the six months ended June 30, ~~2020~~2021 and ~~2019,~~2020, respectively.

Item 3.Defaults Upon Senior Securities.None

Item 5. Other information.None

Item 6. Exhibits. See Exhibit Index below.

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EXHIBIT INDEX


~~Item 3.~~Exhibit No.						~~Defaults Upon Senior Securities.~~ ~~None~~


~~Item 5.~~	~~Other information.~~Description~~None~~


~~Item 6.~~	~~Exhibits.~~ ~~See Exhibit Index below.~~

~~EXHIBIT INDEX~~



~~Exhibit No.~~			~~Description~~

	31.1*			Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes — Oxley Act of 2002

		31.2*			Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes — Oxley Act of 2002

		32*			Certification Pursuant to Section 906 of the Sarbanes — Oxley Act of 2002

		101.INS*			XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

		101.SCH*			XBRL Taxonomy Extension Schema Document

		101.CAL*			XBRL Taxonomy Extension Calculation Linkbase Document

		101.LAB*			XBRL Taxonomy Extension Label Linkbase Document

		101.PRE*			XBRL Taxonomy Extension Presentation Linkbase Document

		101.DEF*			XBRL Taxonomy Extension Definition Linkbase Document

_______________________

* Filed herewith

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Mettler-Toledo International Inc.

Date:

July ~~31, 2020~~30, 2021

By:

/s/ Shawn P. Vadala

Shawn P. Vadala

Chief Financial Officer

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	June 30, 2020			June 30, 2019
Net sales
Products	$	537,113		$	565,927
Service	153,560			165,439
Total net sales	690,673			731,366
Cost of sales
Products	217,008			226,816
Service	75,695			85,012
Gross profit	397,970			419,538
Research and development	31,193			36,582
Selling, general and administrative	190,134			205,215
Amortization	13,889			12,326
Interest expense	9,582			8,882
Restructuring charges	860			2,891
Other charges (income), net	(2,943		)	(1,574		)
Earnings before taxes	155,255			155,216
Provision for taxes	28,693			28,056
Net earnings	$	126,562		$	127,160

Basic earnings per common share:
Net earnings	$	5.29		$	5.15
Weighted average number of common shares	23,940,278			24,698,032

Diluted earnings per common share:
Net earnings	$	5.22		$	5.06
Weighted average number of common and common equivalent shares	24,228,989			25,118,352

Comprehensive income, net of tax (Note 9)	$	128,658		$	115,481



	June 30, 2020							December 31, 2019
	Gross Amount		Accumulated Amortization			Intangibles, Net		Gross Amount		Accumulated Amortization			Intangibles, Net
Customer relationships	$	200,104	$	(63,108	)	$	136,996	$	197,764	$	(58,851	)	$	138,913
Proven technology and patents	75,857		(48,797		)	27,060		75,170		(46,532		)	28,638
Tradenames (finite life)	4,556		(3,149		)	1,407		4,594		(3,124		)	1,470
Tradenames (indefinite life)	35,474		—			35,474		35,474		—			35,474
Other	5,705		(4,511		)	1,194		5,462		(3,715		)	1,747
	$	321,696	$	(119,565	)	$	202,131	$	318,464	$	(112,222	)	$	206,242



For the six months ended June 30, 2019	U.S. Operations		Swiss Operations		Western European Operations		Chinese Operations		Other Operations		Total
Product Revenue	$	376,864	$	51,027	$	231,751	$	235,457	$	195,175	$	1,090,274
Service Revenue:
Point in time	102,707		9,985		65,328		17,252		52,660		247,932
Over time	22,969		3,923		32,508		5,472		7,740		72,612
Total	$	502,540	$	64,935	$	329,587	$	258,181	$	255,575	$	1,410,818



	Total
Balance at December 31, 2019	$	6,701
Restructuring charges	2,765
Cash payments and utilization	(4,627		)
Impact of foreign currency	(10		)
Balance at June 30, 2020	$	4,829